UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-K

(Mark One)

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

                    For the fiscal year ended March 31, 2007
                    For the fiscal year ended March 31, 2008
                    For the fiscal year ended March 31, 2009

                                       OR

|_|    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

             For the transition period from __________ to __________

                       Commission file number: 333-124115
                                               333-124116

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 14
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


           California                                            20-2355224
(State or other jurisdiction of                                  20-2355303
 incorporation or organization)                               (I.R.S. Employer
                                                             Identification No.)

17782 Sky Park Circle                                            92614-6404
Irvine, CA                                                       (Zip Code)
(Address of principal executive offices)

                                 (714) 662-5565
                               (Telephone number)

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

                                      NONE

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

                      UNITS OF LIMITED PARTNERSHIP INTEREST
                                (Title of Class)

<PAGE>

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act
Yes_____ No___X__

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act.
Yes_____ No___X__

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes_____ No __X__

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss. 232.405
of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files).
Yes_____ No___X__

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (ss.229.405 of this chapter) is not contained herein, and will
not be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. |X|

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Act. (Check one):

Large accelerated filer___ Accelerated filer___  Non-accelerated filer___X__
Smaller reporting company___

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes____ No__X__

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was last sold, or the average bid and asked price of such common equity, as of
the last business day of the registrant's most recently completed second fiscal
quarter.

                                  INAPPLICABLE


                       DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part
of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is
incorporated: (1) Any annual report to security holders; (2) Any proxy or
information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933. The listed documents should be clearly
described for identification purposes (e.g., annual report to security holders
for fiscal year ended December 24, 1980).

                                      NONE


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<PAGE>

PART 1.

ITEM 1.  BUSINESS

ORGANIZATION

WNC Housing Tax Credit Fund, VI, L.P., Series 13 (the "Partnership") was formed
under the California Revised Limited Partnership Act on February 7, 2005, and
commenced operations on December 14, 2005. The Partnership was formed to invest
primarily in other limited partnerships or limited liability companies (the
"Local Limited Partnerships") which owns multi-family housing complexes
("Housing Complexes") that are eligible for Federal low income housing tax
credits ("Low Income Housing Tax Credits"). The local general partners (the
"Local General Partners") of each Local Limited Partnership retain
responsibility for maintaining, operating and managing the Housing Complex. Each
Local Limited Partnership is governed by its agreement of limited partnership
(the "Local Limited Partnership Agreement").

WNC Housing Tax Credit Fund VI, L.P., Series 14 ("Series 14") currently has no
assets or liabilities and has had no operations. Accordingly, no financial
information is included herein for Series 14.

The general partner of the Partnership is WNC National Partners, LLC (the
"General Partner"). The general partner of the General Partner is WNC &
Associates, Inc. ("Associates"). The chairman and the president of Associates
own all of the outstanding stock of Associates. The business of the Partnership
is conducted primarily through Associates, as the Partnership and the General
Partner have no employees of their own.

Pursuant to a registration statement filed with the U.S. Securities and Exchange
Commission (the "SEC") on April 18, 2005, the Partnership commenced a public
offering of 25,000 units of limited partnership interest ("Partnership Units")
at a price of $1,000 per Partnership Unit. The required minimum offering amount
of $1,400,000 was achieved by December 14, 2005. As of March 31, 2006,
subscriptions for 7,691 Partnership Units had been accepted by the Partnership.
As of March 31, 2007 total subscriptions for 20,981 Partnership Units had been
accepted, representing $20,965,400, which is net of volume discounts of $4,540
and dealer discounts of $11,060. Holders of Partnership Units are referred to
herein as "Limited Partners." The General Partner has a 0.1% interest in
operating profits and losses, taxable income and losses, in cash available for
distribution from the Partnership and tax credits. The Limited Partners will be
allocated the remaining 99.9% interest in proportion to their respective
investments. This offering was closed on September 21, 2006.

The Partnership shall continue in full force and effect until December 31, 2070,
unless terminated prior to that date, pursuant to the Partnership Agreement (as
defined below) or law.

DESCRIPTION OF BUSINESS

The Partnership's principal business objective is to provide its Limited
Partners with Low Income Housing Tax Credits. The Partnership's principal
business therefore consists of investing as a limited partner or non-managing
member in Local Limited Partnerships each of which will own and operate a
Housing Complex which will qualify for the Low Income Housing Tax Credits. In
general, under Section 42 of the Internal Revenue Code, an owner of low income
housing can receive the Low Income Housing Tax Credits to be used to reduce
Federal taxes otherwise due in each year of a ten-year credit period. Each
Housing Complex is subject to a 15 year compliance period (the "Compliance
Period"), and under state law may have to be maintained as low income housing
for 30 or more years.

In general, in order to avoid recapture of Low Income Housing Tax Credits, the
Partnership does not expect that it will dispose of its interests in Local
Limited Partnerships ("Local Limited Partnership Interests") or approve the sale
by any Local Limited Partnership of its Housing Complex prior to the end of the
applicable Compliance Period. Because of (i) the nature of the Housing
Complexes, (ii) the difficulty of predicting the resale market for low income
housing and (iii) the ability of government lenders to disapprove of transfer,
it is not possible at this time to predict whether the liquidation of the
Partnership's assets and the disposition of the proceeds, if any, in accordance
with the Partnership's Agreement of Limited Partnership, dated February 7, 2005
as amended by "supplements thereto" ("Partnership Agreement"), will be
accomplished promptly at the end of the Compliance Period. If a Local Limited


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<PAGE>

Partnership is unable to sell its Housing Complex, it is anticipated that the
Local General Partner will either continue to operate such Housing Complex or
take such other actions as the Local General Partner believes to be in the best
interest of the Local Limited Partnership. Notwithstanding the preceding,
circumstances beyond the control of the General Partner or the Local General
Partners may occur during the Compliance Period, which would require the
Partnership to approve the disposition of a Housing Complex prior to the end
thereof, possibly resulting in recapture of Low Income Housing Tax Credits.

The Partnership invested in 10, 10 and 6 Local Limited Partnerships as of March
31, 2009, 2008 and 2007, respectively, none of which had been sold as of March
31, 2009, 2008 and 2007. Each of these Local Limited Partnerships owns a Housing
Complex that is eligible for the Federal Low Income Housing Tax Credits. Certain
Local Limited Partnerships may also benefit from additional government programs
promoting low or moderate income housing.

EXIT STRATEGY

The IRS Compliance Period for a Housing Complex is generally 15 years following
construction or rehabilitation completion. Associates was one of the first in
the industry to offer syndicated investments in Low Income Housing Tax Credits.
The initial programs are completing their Compliance Periods.

The following table reflects the 15-year compliance period of the ten Housing
Complexes:

                EXPIRATION DATE FOR 15-YEAR COMPLIANCE PERIOD
                                                                15-YEAR
              LOCAL LIMITED PARTNERSHIP NAME                EXPIRATION DATE
------------------------------------------------------------------------------

909 4th YMCA , L.P.                                               2014
Crestview Housing, L.P.                                           2022
Davenport Housing VII, L.P.                                       2023
FDI-Country Square, LTD                                           2021
FDI-Park Place, LTD                                               2021
Fernwood Meadows, L.P.                                            2022
Grove Village, L.P.                                               2021
Head Circle, L.P.                                                 2020
Pleasant Village, L.P.                                            2021
Sierra's Run, L.P.                                                2022

With that in mind, as of March 31, 2009, the General Partner has not begun
reviewing the Housing Complexes for potential disposition, since none of the
Housing Complexes have satisfied the IRS compliance requirements. Once the
Housing Complexes have satisfied the IRS compliance requirements, the review
will take into consideration many factors, including extended use requirements
(such as those due to mortgage restrictions or state compliance agreements), the
condition of the Housing Complexes, and the tax consequences to the Limited
Partners from the sale of the Housing Complexes.

Subsequent to March 31, 2009, on December 24, 2009 the Partnership identified
two Local Limited Partnerships, Fernwood Meadows, L.P. ("Fernwood") and Sierra's
Run, L.P. ("Sierra's Run") for disposition in order to generate sufficient
equity to complete the purchase of Davenport Housing VII, L.P. (See footnote 3
to the audited financial statements.) On February 12, 2010, Fernwood and
Sierra's Run were sold, subject to a condition subsequent that the Limited
Partners approve the sales by a majority in interest of the Limited Partners.
The approval of the Limited Partners will be sought as the transfers were to a
limited partnership that is affiliated with the Partnership. Fernwood and
Sierra's Run were sold for an aggregate purchase price of $2,829,427. The
Partnership's net investment balances in Fernwood and Sierra's Run were
$1,904,702 and $1,805,558, respectively, at the time of the sale. Accordingly,
the Partnership would recognize a loss on the sale of Local Limited Partnerships
in the amount of approximately $881,000 if the sales are approved by the Limited
Partners.

Fernwood and Sierra's Run will complete their 15-year compliance periods in
2022; therefore there is a risk of tax credit recapture. The maximum exposure of
recapture (excluding the interest and penalties related to the recapture) is
$177,508 and $170,246, respectively, for Fernwood and Sierra's Run, which
equates to $16.57 per Partnership Unit in the aggregate. Under the


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<PAGE>

circumstances, the General Partner believes there is a reasonable expectation
that each Local Limited Partnership will continue to be operated as qualified
low income housing for the balance of its compliance period, and, accordingly,
does not anticipate that there will be any recapture.

Upon identifying those Housing Complexes with the highest potential for a
successful sale, refinancing or syndication, the Partnership expects to proceed
with efforts to liquidate them. The objective is to maximize the Limited
Partners' return wherever possible and, ultimately, to wind down the
Partnership. Local Limited Partnership interests may be disposed of any time by
the General Partner in its discretion.

The proceeds from the disposition of any of the Housing Complexes will be used
first to pay debts and other obligations per the respective Local Limited
Partnership Agreement. Any remaining proceeds will then be paid to the partners
of the Local Limited Partnership, including the Partnership, in accordance with
the terms of the particular Local Limited Partnership Agreement. The sale of a
Housing Complex may be subject to other restrictions and obligations.
Accordingly, there can be no assurance that a Local Limited Partnership will be
able to sell its Housing Complex. Even if it does so, there can be no assurance
that any significant amounts of cash will be distributed to the Partnership.
Should such distributions occur, the Limited Partners will be entitled to
receive distributions from the proceeds remaining after payment of Partnership
obligations and funding of reserves, equal to their capital contributions and
their return on investment (as defined in the Partnership Agreement). The
General Partner would then be entitled to receive proceeds equal to their
capital contributions from the remainder. Any additional sale or refinancing
proceeds will be distributed 90% to the Limited Partners (in proportion to their
respective investments) and 10% to the General Partner.

CERTAIN RISKS AND UNCERTAINTIES

ITEM 1A.  RISK FACTORS

Set forth below are the principal risks the Partnership believes are material to
the Limited Partners. The Partnership and the Local Limited Partnerships operate
in a continually changing business environment and, therefore, new risks emerge
from time to time. This section contains some forward-looking statements. For an
explanation of the qualifications and limitations on forward-looking statements,
see Item 7.

(a)      RISKS ARISING FROM THE INTERNAL REVENUE CODE RULES GOVERNING LOW INCOME
         HOUSING TAX CREDITS

         LOW INCOME HOUSING TAX CREDITS MIGHT NOT BE AVAILABLE. If a Housing
Complex does not satisfy the requirements of Internal Revenue Code Section 42,
then the Housing Complex will not be eligible for Low Income Housing Tax
Credits.

         LOW INCOME HOUSING TAX CREDITS MIGHT BE LESS THAN ANTICIPATED. The
Local General Partners will calculate the amount of the Low Income Housing Tax
Credits. No opinion of counsel will cover the calculation of the amount of Low
Income Housing Tax Credits. The IRS could challenge the amount of the Low Income
Housing Tax Credits claimed for any Housing Complex under any of a number of
provisions set forth in Internal Revenue Code Section 42. A successful challenge
by the IRS would decrease the amount of the Low Income Housing Tax Credits from
the amount paid for by the Partnership.

         UNLESS A BOND IS POSTED OR A TREASURY DIRECT ACCOUNT IS ESTABLISHED,
LOW INCOME HOUSING TAX CREDITS MAY BE RECAPTURED IF HOUSING COMPLEXES ARE NOT
OWNED AND OPERATED FOR 15 YEARS. Housing Complexes must comply with Internal
Revenue Code Section 42 for the 15-year Compliance Period. Low Income Housing
Tax Credits will be recaptured with interest to the extent that a Housing
Complex is not rented as low income housing or in some other way does not
satisfy the requirements of Internal Revenue Code Section 42 during the
Compliance Period. For example, unless a bond is posted or a Treasury Direct
Account is established, recapture with interest would occur if:

         o        a Local Limited Partnership disposed of its interest in a
                  Housing Complex during the Compliance Period, or

         o        the Partnership disposed of its interest in a Local Limited
                  Partnership during the Compliance Period.

For these purposes, disposition includes transfer by way of foreclosure.

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<PAGE>

It will be up to the Partnership to determine whether to post a bond. There is
no obligation under the agreements with the Local Limited Partnerships that the
Local Limited Partnerships must do so.

There can be no assurance that recapture will not occur. If it does, recapture
will be a portion of all Low Income Housing Tax Credits taken in prior years for
that Housing Complex, plus interest. During the first 11 years of the Compliance
Period, non-compliance results in one-third of the Low Income Housing Tax
Credits up to that point for the particular Housing Complex being recaptured,
plus interest. Between years 12 and 15, the recapture is phased out ratably.

         SALES OF HOUSING COMPLEXES AFTER 15 YEARS ARE SUBJECT TO LIMITATIONS
WHICH MAY IMPACT A LOCAL LIMITED PARTNERSHIP'S ABILITY TO SELL ITS HOUSING
COMPLEX. Each Local Limited Partnership executes an extended low income housing
commitment with the state in which the Housing Complex is located. The extended
low income housing commitment states the number of years that the Local Limited
Partnership and any subsequent owners must rent the Housing Complex as low
income housing. Under Federal law, the commitment must be for at least 30 years.
The commitment, actually agreed to, may be significantly longer than 30 years.
In prioritizing applicants for Low Income Housing Tax Credits, most states give
additional points for commitment periods in excess of 30 years. On any sale of
the Housing Complex during the commitment period, the purchaser would have to
agree to continue to rent the Housing Complex as low income housing for the
duration of the commitment period. This requirement reduces the potential
market, and possibly the sales price, for the Housing Complexes. The sale of a
Housing Complex may be subject to other restrictions. For example, Federal
lenders or subsidizers may have the right to approve or disapprove a purchase of
a Housing Complex. Accordingly, there can be no assurance that a Local Limited
Partnership will be able to sell its Housing Complex. Even if it does so, there
can be no assurance that any significant amount of cash will be distributed to
the Limited Partners. As a result, a material portion of the Low Income Housing
Tax Credits may represent a return of the money originally invested in the
Partnership.

         LIMITED PARTNERS CAN ONLY USE LOW INCOME HOUSING TAX CREDITS IN LIMITED
AMOUNTS. The ability of an individual or other non-corporate Limited Partner to
claim Low Income Housing Tax Credits on his individual tax return is limited.
For example, an individual Limited Partner can use Low Income Housing Tax
Credits to reduce his tax liability on:

         o        an unlimited amount of passive income, which is income from
                  entities such as the Partnership, and
         o        $25,000 in income from other sources.

However, the use of Low Income Housing Tax Credits by an individual against
these types of income is subject to ordering rules, which may further limit the
use of Low Income Housing Tax Credits. Some corporate Limited Partners are
subject to similar and other limitations. They include corporations which
provide personal services, and corporations which are owned by five or fewer
shareholders.

Any portion of a Low Income Housing Tax Credit which is allowed to a Limited
Partner under such rules is then aggregated with all of the Limited Partner's
other business credits. The aggregate is then subject to the general limitation
on all business credits. That limitation provides that a Limited Partner can use
business credits to offset the Limited Partner's annual tax liability equal to
$25,000 plus 75% of the Limited Partner's tax liability in excess of $25,000.
However, business credits may not be used to offset any alternative minimum tax.
All of these concepts are extremely complicated.

(b)      RISKS RELATED TO INVESTMENT IN LOCAL LIMITED PARTNERSHIPS AND HOUSING
         COMPLEXES

         BECAUSE THE PARTNERSHIP HAS FEW INVESTMENTS, EACH INVESTMENT WILL HAVE
A GREAT IMPACT ON THE PARTNERSHIP'S RESULTS OF OPERATIONS. Any single Housing
Complex experiencing poor operating performance, impairment of value or
recapture of Low Income Housing Tax Credits will have a significant impact upon
the Partnership as a whole.

         THE FAILURE TO PAY MORTGAGE DEBT COULD RESULT IN A FORCED SALE OF A
HOUSING COMPLEX. Each Local Limited Partnership leverages the Partnership's
investment therein by incurring mortgage debt. A Local Limited Partnership's
revenues could be less than its debt payments and taxes and other operating
costs. If so, the Local Limited Partnership would have to use working capital
reserves, seek additional funds, or suffer a forced sale of its Housing Complex,


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<PAGE>

which could include a foreclosure. The same results could occur if government
subsidies ceased. Foreclosure would result in a loss of the Partnership's
capital invested in the Housing Complex. Foreclosure could also result in a
recapture of Low Income Housing Tax Credits, and a loss of Low Income Housing
Tax Credits for the year in which the foreclosure occurs. If the Housing Complex
is highly-leveraged, a relatively slight decrease in the rental revenues could
adversely affect the Local Limited Partnership's ability to pay its debt service
requirements. Mortgage debt may be repayable in a self-amortizing series of
equal installments or with a large balloon final payment. Balloon payments
maturing prior to the end of the anticipated holding period for the Housing
Complex create the risk of a forced sale if the debt cannot be refinanced. There
can be no assurance that additional funds will be available to any Local Limited
Partnership if needed on acceptable terms or at all.

         THE PARTNERSHIP DOES NOT CONTROL THE LOCAL LIMITED PARTNERSHIPS AND
MUST RELY ON THE LOCAL GENERAL PARTNERS. The Local General Partners will make
all management decisions for the Local Limited Partnerships and the Housing
Complexes. The Partnership has very limited rights with respect to management of
the Local Limited Partnerships. The Partnership will not be able to exercise any
control with respect to Local Limited Partnership business decisions and
operations. Consequently, the success of the Partnership will depend on the
abilities of the Local General Partners.

         HOUSING COMPLEXES SUBSIDIZED BY OTHER GOVERNMENT PROGRAMS ARE SUBJECT
TO ADDITIONAL RULES WHICH MAY MAKE IT DIFFICULT TO OPERATE AND SELL HOUSING
COMPLEXES. Some or all of the Housing Complexes receive or may receive
government financing or operating subsidies in addition to Low Income Housing
Tax Credits. The following are risks associated with some such subsidy programs:

   o     Obtaining tenants for the Housing Complexes. Government regulations
         limit the types of people who can rent subsidized housing. These
         regulations may make it more difficult to rent the residential units in
         the Housing Complexes.
   o     Obtaining rent increases. In many cases rents can only be increased
         with the prior approval of the subsidizing agency.
   o     Limitations on cash distributions. The amount of cash that may be
         distributed to owners of subsidized Housing Complexes is less than the
         amount that could be earned by the owners of non-subsidized Housing
         Complexes.
   o     Limitations on sale or refinancing of the Housing Complexes. A Local
         Limited Partnership may be unable to sell its Housing Complex or to
         refinance its mortgage loan without the prior approval of the
         subsidizer. The subsidizer may withhold such approval in the discretion
         of the subsidizer. Approval may be subject to conditions, including the
         condition that the purchaser continues to operate the property as
         affordable housing for terms which could be as long as 30 years or
         more. In addition, any prepayment of a mortgage may result in the
         assessment of a prepayment penalty.
   o     Limitations on transfers of interests in Local Limited Partnerships.
         The Partnership may be unable to sell its interest in a Local Limited
         Partnership without the prior approval of the subsidizer. The
         subsidizer may withhold such approval in the discretion of the
         subsidizer. Approval may be subject to conditions.
   o     Limitations on removal and admission of Local General Partners. The
         Partnership may be unable to remove a Local General Partner from a
         Local Limited Partnership except for cause, such as the violation of
         the rules of the subsidizer. Regulations may prohibit the removal of a
         Local General Partner or permit removal only with the prior approval of
         the subsidizer. Regulations may also require approval of the admission
         of a successor Local General Partner even upon the death or other
         disability of a Local General Partner.
   o     Limitations on subsidy payments. Subsidy payments may be fixed in
         amount and subject to annual legislative appropriations. The rental
         revenues of a Housing Complex, when combined with the maximum committed
         subsidy, may be insufficient to meet obligations. Congress or the state
         legislature, as the case may be, may fail to appropriate or increase
         the necessary subsidy. In those events, the mortgage lender could
         foreclose on the Housing Complex unless a workout arrangement could be
         negotiated.
   o     Possible changes in applicable regulations. Legislation may be enacted
         which adversely revises provisions of outstanding mortgage loans. Such
         legislation has been enacted in the past.
   o     Limited Partners may not receive distributions if Housing Complexes are
         sold. There is no assurance that Limited Partners will receive any cash
         distributions from the sale or refinancing of a Housing Complex. The
         price at which a Housing Complex is sold may not be high enough to pay


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         the mortgage and other expenses which must be paid at such time. If
         that happens, a Limited Partner's return may be derived only from the
         Low Income Housing Tax Credits and tax losses.

         UNINSURED CASUALTIES COULD RESULT IN LOSSES AND RECAPTURE. There are
casualties which are either uninsurable or not economically insurable. These
include earthquakes, floods, wars and losses relating to hazardous materials or
environmental matters. If a Housing Complex experienced an uninsured casualty,
the Partnership could lose both its invested capital and anticipated profits in
such property. Even if the casualty were an insured loss, the Local Limited
Partnership might be unable to rebuild the destroyed property. A portion of
prior tax credits could be recaptured and future tax credits could be lost if
the Housing Complex were not restored within a reasonable period of time. And
liability judgments against the Local Limited Partnership could exceed available
insurance proceeds or otherwise materially and adversely affect the Local
Limited Partnership. The cost of liability and casualty insurance has increased
in recent years. Casualty insurance has become more difficult to obtain and may
require large deductible amounts.

         HOUSING COMPLEXES WITHOUT FINANCING OR OPERATING SUBSIDIES MAY BE
UNABLE TO PAY OPERATING EXPENSES. If a Local Limited Partnership were unable to
pay operating expenses, one result could be a forced sale of its Housing
Complex. If a forced sale occurs during the first 15 years of a Housing Complex,
a partial recapture of Low Income Housing Tax Credits could occur. In this
regard, some of the Local Limited Partnerships may own Housing Complexes which
have no subsidies other than Low Income Housing Tax Credits. Those Housing
Complexes do not have the benefit of below-market-interest-rate financing or
operating subsidies which often are important to the feasibility of low income
housing. Those Housing Complexes rely solely on rents to pay expenses. However,
in order for any Housing Complex to be eligible for Low Income Housing Tax
Credits, it must restrict the rent which may be charged to tenants. Over time,
the expenses of a Housing Complex will increase. If a Local Limited Partnership
cannot increase its rents, it may be unable to pay increased operating expenses.

         THE PARTNERSHIP'S INVESTMENT PROTECTION POLICIES WILL BE WORTHLESS IF
THE NET WORTH OF THE LOCAL GENERAL PARTNERS IS NOT SUFFICIENT TO SATISFY THEIR
OBLIGATIONS. There is a risk that the Local General Partners will be unable to
perform their financial obligations to the Partnership. The General Partner has
not established a minimum net worth requirement for the Local General Partners.
Rather, each Local General Partner demonstrates a net worth which the General
Partner believes is appropriate under the circumstances. The assets of the Local
General Partners are likely to consist primarily of real estate holdings and
similar assets. The fair market value of these types of assets is difficult to
estimate. These types of assets cannot be readily liquidated to satisfy the
financial guarantees and commitments which the Local General Partners make to
the Partnership. Moreover, other creditors may have claims on these assets. No
escrow accounts or other security arrangements will be established to ensure
performance of a Local General Partner's obligations. The cost to enforce a
Local General Partner's obligations may be high. If a Local General Partner does
not satisfy its obligations the Partnership may have no remedy, or the remedy
may be limited to removing the Local General Partner as general partner of the
Local Limited Partnership.

         FLUCTUATING ECONOMIC CONDITIONS CAN REDUCE THE VALUE OF REAL ESTATE.
The Partnership's principal business objective is providing its Limited Partners
with Low Income Housing Tax Credits, not the generation of gains from the
appreciation of real estate held by the Local Limited Partnerships. In its
financial statements, the Partnership has carried its investments in Local
Limited Partnerships at values equal to or less than the sum of the total amount
of the remaining future Low Income Housing Tax Credits estimated to be allocated
to the Partnership and the estimated residual value to the Partnership of its
interests in the Local Limited Partnerships. As of March 31, 2009, 2008 and
2007, the Partnership had not reduced the carrying amount to $0 with respect to
any of its investments.

         Any investment in real estate is subject to risks from fluctuating
economic conditions. These conditions can adversely affect the ability to
realize a profit or even to recover invested capital. Among these conditions
are:

      o the general and local job market,
      o the availability and cost of mortgage financing,
      o monetary inflation,
      o tax, environmental, land use and zoning policies,
      o the supply of and demand for similar properties,
      o neighborhood conditions,
      o the availability and cost of utilities and water.

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<PAGE>

         A loss in value of an investment in a Local Limited Partnership, other
than a temporary decline, is recorded by the Partnership in its financial
statements as an impairment loss. Impairment is measured by comparing the
Partnership's carrying amount in the investment to the sum of the total amount
of the remaining future Low Income Housing Tax Credits estimated to be allocated
to the Partnership and the estimated residual value to the Partnership. For the
years ended March 31, 2009, 2008, 2007 and for the period ended March 31, 2006,
impairment loss related to investments in Local Limited Partnerships was
$80,344, $0, $0 and $0, respectively.

         PROPERTIES UNDER DEVELOPMENT MAY NOT BE COMPLETED. The Partnership
invests in Housing Complexes which are under development. If a Housing Complex
is not completed, the Partnership could lose any capital it invested in the
Housing Complex. In general, investment in an uncompleted Housing Complex
involves more risk than the purchase of a completed property. The Local General
Partners' ability to complete development and construction and rent the property
may be affected by conditions beyond their control. If a property is not
constructed as anticipated, the permanent loan commitment might be of no effect.
The lender could refuse to advance the permanent loan, and the Local Limited
Partnership might be unable to repay the construction loan. Furthermore, a
decision to invest in an uncompleted Housing Complex is made based on
projections of rental income and expenses. Whether the Housing Complex will
operate at such projected income and expense levels cannot be known.

         IF A LOAN MADE TO A LOCAL LIMITED PARTNERSHIP IS NOT REPAID, THE AMOUNT
OF CAPITAL AVAILABLE FOR INVESTMENT WOULD BE REDUCED. The Partnership has or may
make a loan to a Local Limited Partnership before the Partnership's acquisition
of an interest therein. If the Partnership doesn't invest in the Local Limited
Partnership, the Local Limited Partnership might not repay the loan. If the
Local Limited Partnership doesn't repay the loan, the amount of capital
available for investment in Local Limited Partnerships would be reduced.

(c)      TAX RISKS OTHER THAN THOSE RELATING TO TAX CREDITS

In addition to the risks pertaining specifically to Low Income Housing Tax
Credits, there are other Federal income tax risks. Additional Federal income tax
risks associated with the ownership of Partnership Units and the operations of
the Partnership and the Local Limited Partnerships include, but are not limited
to, the following:

         NO OPINION OF COUNSEL AS TO CERTAIN MATTERS. No legal opinion is
obtained regarding matters:

     o   the determination of which depends on future factual circumstances,
     o   which are peculiar to individual Limited Partners, or
     o   which are not customarily the subject of an opinion.

The more significant of these matters include:

     o    allocating purchase price among components of a property, particularly
          as between buildings and fixtures, the cost of which is depreciable,
          and the underlying land, the cost of which is not depreciable,
     o    characterizing expenses and payments made to or by the Partnership or
          a Local Limited Partnership,
     o    identifying the portion of the costs of any Housing Complex which
          qualify for historic and other tax credits,
     o    applying to any specific Limited Partner the limitation on the use of
          tax credits and tax losses. Limited Partners must determine for
          themselves the extent to which they can use tax credits and tax
          losses, and
     o    the application of the alternative minimum tax to any specific Limited
          Partner, or the calculation of the alternative minimum tax by any
          Limited Partner. The alternative minimum tax could reduce the tax
          benefits from an investment in the Partnership.

There can be no assurance, therefore, that the IRS will not challenge some of
the tax positions adopted by the Partnership. The courts could sustain an IRS
challenge. An IRS challenge, if successful, could have a detrimental effect on
the Partnership's ability to realize its investment objectives.

                                       9
<PAGE>

         PASSIVE ACTIVITY RULES WILL LIMIT DEDUCTION OF THE PARTNERSHIP'S LOSSES
AND IMPOSE TAX ON INTEREST INCOME. The Internal Revenue Code imposes limits on
the ability of most investors to claim losses from investments in real estate.
An individual may claim these so-called passive losses only as an offset to
income from investments in real estate or rental activities. An individual may
not claim passive losses as an offset against other types of income, such as
salaries, wages, dividends and interest. These passive activity rules will
restrict the ability of most Limited Partners to use losses from the Partnership
as an offset of non-passive income.

         THE PARTNERSHIP MAY EARN INTEREST INCOME ON ITS RESERVES AND LOANS. The
passive activity rules generally will categorize interest as portfolio income,
and not passive income. Passive losses cannot be used as an offset to portfolio
income. Consequently, a Limited Partner could pay tax liability on portfolio
income from the Partnership.

         AT RISK RULES MIGHT LIMIT DEDUCTION OF THE PARTNERSHIP'S LOSSES. If a
significant portion of the financing used to purchase Housing Complexes does not
consist of qualified nonrecourse financing, the "at risk" rules will limit a
Limited Partner's ability to claim Partnership losses to the amount the Limited
Partner invests in the Partnership. The "at risk" rules of the Internal Revenue
Code generally limit a Limited Partner's ability to deduct Partnership losses to
the sum of:

     o    the amount of cash the Limited Partner invests in the Partnership, and
     o    the Limited Partner's share of Partnership qualified nonrecourse
          financing.

Qualified nonrecourse financing is non-convertible, nonrecourse debt which is
borrowed from a government, or with exceptions, any person actively and
regularly engaged in the business of lending money.

         TAX LIABILITY ON SALE OF A HOUSING COMPLEX OR LOCAL LIMITED PARTNERSHIP
INTEREST MAY EXCEED THE CASH AVAILABLE FROM THE SALE. When a Local Limited
Partnership sells a Housing Complex it will recognize gain. Such gain is equal
to the difference between:

     o    the sales proceeds plus the amount of indebtedness secured by the
          Housing Complex, and
     o    the adjusted basis for the Housing Complex. The adjusted basis for a
          Housing Complex is its original cost, plus capital expenditures, minus
          depreciation.

Similarly, when the Partnership sells an interest in a Local Limited Partnership
the Partnership will recognize gain. Such gain is equal to the difference
between:

     o    the sales proceeds plus the Partnership's share of the amount of
          indebtedness secured by the Housing Complex, and
     o    the adjusted basis for the interest. The adjusted basis for an
          interest in a Local Limited Partnership is the amount paid for the
          interest, plus income allocations and cash distributions, less loss
          allocations.

Accordingly, gain will be increased by the depreciation deductions taken during
the holding period for the Housing Complex. In some cases, a Limited Partner
could have a tax liability from a sale greater than the cash distributed to the
Limited Partner from the sale.

         ALTERNATIVE MINIMUM TAX LIABILITY COULD REDUCE A LIMITED PARTNER'S TAX
BENEFITS. If a Limited Partner pays alternative minimum tax, the Limited Partner
could suffer a reduction in benefits from an investment in the Partnership. The
application of the alternative minimum tax is personal to each Limited Partner.
Tax credits may not be utilized to reduce alternative minimum tax liability.

         IRS COULD AUDIT THE RETURNS OF THE PARTNERSHIP, THE LOCAL LIMITED
PARTNERSHIPS OR THE LIMITED PARTNERS. The IRS can audit the Partnership or a
Local Limited Partnership at the entity level with regard to issues affecting
the entity. The IRS does not have to audit each Limited Partner in order to
challenge a position taken by the Partnership or a Local Limited Partnership.
Similarly, only one judicial proceeding can be filed to contest an IRS
determination. A contest by the Partnership of any IRS determination might
result in high legal fees.

                                       10
<PAGE>

         AN AUDIT OF THE PARTNERSHIP OR A LOCAL LIMITED PARTNERSHIP ALSO COULD
RESULT IN AN AUDIT OF A LIMITED PARTNER. An audit of a Limited Partner's tax
returns could result in adjustments both to items that are related to the
Partnership and to unrelated items. The Limited Partner could then be required
to file amended tax returns and pay additional tax plus interest and penalties.

         A SUCCESSFUL IRS CHALLENGE TO TAX ALLOCATIONS OF THE PARTNERSHIP OR A
LOCAL LIMITED PARTNERSHIP WOULD REDUCE THE TAX BENEFITS OF AN INVESTMENT IN THE
PARTNERSHIP. Under the Internal Revenue Code, a partnership's allocation of
income, gains, deductions, losses and tax credits must have substantial economic
effect. Substantial economic effect is a highly-technical concept. The
fundamental principle is two-fold. If a partner will benefit economically from
an item of partnership income or gain, that item must be allocated to him so
that he bears the correlative tax burden. Conversely, if a partner will suffer
economically from an item of partnership deduction or loss, that item must be
allocated to him so that he bears the correlative tax benefit. If a
partnership's allocations do not have substantial economic effect, then the
partnership's tax items are allocated in accordance with each partner's interest
in the partnership. The IRS might challenge the allocations made by the
Partnership:

     o    between the Limited Partners and the General Partner,
     o    among the Limited Partners, or
     o    between the Partnership and a Local General Partner.

If any allocations were successfully challenged, a greater share of the income
or gain or a lesser share of the losses or tax credits might be allocated to the
Limited Partners. This would increase the tax liability or reduce the tax
benefits to the Limited Partners.

         TAX LIABILITIES COULD ARISE IN LATER YEARS OF THE PARTNERSHIP. After a
period of years following commencement of operations by a Local Limited
Partnership, the Local Limited Partnership may generate profits rather than
losses. A Limited Partner would have tax liability on his share of such profits
unless he could offset the income with:

     o    unused passive losses from the Partnership or other investments, or
     o    current passive losses from other investments.

In such circumstances, the Limited Partner would not receive a cash distribution
from the Partnership with which to pay any tax liability.

         IRS CHALLENGE TO TAX TREATMENT OF EXPENDITURES COULD REDUCE LOSSES. The
IRS may contend that fees and payments of the Partnership or a Local Limited
Partnership:

     o    should be deductible over a longer period of time or in a later year,
     o    are excessive and may not be capitalized or deducted in full,
     o    should be capitalized and not deducted, or
     o    may not be included as part of the basis for computing tax credits.

Any such contention by the IRS could adversely impact, among other things:

     o    the eligible basis of a Housing Complex used to compute Low Income
          Housing Tax Credits,
     o    the adjusted basis of a Housing Complex used to compute depreciation,
     o    the correct deduction of fees,
     o    the amortization of organization and offering expenses and start-up
          expenditures.

If the IRS were successful in any such contention, the anticipated Low Income
Housing Tax Credits and losses of the Partnership would be reduced, perhaps
substantially.

         CHANGES IN TAX LAW MIGHT REDUCE THE VALUE OF LOW INCOME HOUSING TAX
CREDITS. Although all Low Income Housing Tax Credits are allocated to a Housing
Complex at commencement of the 10-year credit period, there can be no assurance
that future legislation may not adversely affect an investment in the
Partnership. For example, legislation could reduce or eliminate the value of Low


                                       11
<PAGE>

Income Housing Tax Credits. In this regard, before 1986, the principal tax
benefit of an investment in low income housing was tax losses. These tax losses
generally were used to reduce an investor's income from all sources on a
dollar-for-dollar basis. Investments in low income housing were made in reliance
on the availability of such tax benefits. However, tax legislation enacted in
1986 severely curtailed deduction of such losses.

         NEW ADMINISTRATIVE OR JUDICIAL INTERPRETATIONS OF THE LAW MIGHT REDUCE
THE VALUE OF TAX CREDITS. Many of the provisions of the Internal Revenue Code
related to low income housing and real estate investments have not been
interpreted by the IRS in regulations, rulings or public announcements, or by
the courts. In the future, these provisions may be interpreted or clarified by
the IRS or the courts in a manner adverse to the Partnership or the Local
Limited Partnerships. The IRS constantly reviews the Federal tax rules, and can
revise its interpretations of established concepts. Any such revisions could
reduce or eliminate tax benefits associated with an investment in the
Partnership.

         STATE INCOME TAX LAWS MAY ADVERSELY AFFECT THE LIMITED PARTNERS. A
Limited Partner may be required to file income tax returns and be subject to tax
and withholding in each state or local taxing jurisdiction in which: a Housing
Complex is located, the Partnership or a Local Limited Partnership engages in
business activities, or the Limited Partner is a resident. Corporate Limited
Partners may be required to pay state franchise taxes.

         THE TAX TREATMENT OF PARTICULAR ITEMS UNDER STATE OR LOCAL INCOME TAX
LAWS MAY VARY MATERIALLY FROM THE FEDERAL INCOME TAX TREATMENT OF SUCH ITEMS.
Nonetheless, many of the Federal income tax risks associated with an investment
in the Partnership may also apply under state or local income tax law. The
Partnership may be required to withhold state taxes from distributions or income
allocations to Limited Partners in some instances.

(d)      RISKS RELATED TO THE PARTNERSHIP AND THE PARTNERSHIP AGREEMENT

         THE PARTNERSHIP MAY BE UNABLE TO TIMELY PROVIDE FINANCIAL REPORTS TO
THE LIMITED PARTNERS WHICH WOULD ADVERSELY AFFECT THEIR ABILITY TO MONITOR
PARTNERSHIP OPERATIONS. Each Local General Partner is required to retain
independent public accountants and to report financial information to the
Partnership in a timely manner. There cannot be any assurance that the Local
General Partners will satisfy these obligations. If not, the Partnership would
be unable to provide to the Limited Partners in a timely manner its financial
statements and other reports. That would impact the Limited Partners' ability to
monitor Partnership operations. The Partnership's failure to meet its filing
requirements under the Securities Exchange Act of 1934 could reduce the
liquidity for the Partnership Units due to the unavailability of public
information concerning the Partnership. The failure to file could also result in
sanctions imposed by the SEC. Any defense mounted by the Partnership in the face
of such sanctions could entail legal and other fees, which would diminish cash
reserves.

         LACK OF LIQUIDITY OF INVESTMENT. It is unlikely that a public market
will develop for the purchase and sale of Partnership Units. Accordingly,
Limited Partners may not be able to sell their Partnership Units promptly or at
a reasonable price. Partnership Units should be considered as a long-term
investment because the Partnership is unlikely to sell any Local Limited
Partnership Interests for at least 15 years. Partnership Units cannot be
transferred to tax-exempt or foreign entities, or through a secondary market.
The General Partner can deny effectiveness of a transfer if necessary to avoid
adverse tax consequences from the transfer. The General Partner does not
anticipate that any Partnership Units will be redeemed by the Partnership.

         THE LIMITED PARTNERS WILL NOT CONTROL THE PARTNERSHIP AND MUST RELY
TOTALLY ON THE GENERAL PARTNER. The General Partner will make all management
decisions for the Partnership. Management decisions include exercising powers
granted to the Partnership by a Local Limited Partnership. Limited Partners have
no right or power to take part in Partnership management.

Individual Limited Partners will have no recourse if they disagree with actions
authorized by a vote of the majority. The Partnership Agreement grants to
Limited Partners owning more than 50% of the Partnership Units the right to:

     o    remove the General Partner and elect a replacement general partner,
     o    amend the Partnership Agreement,
     o    terminate the Partnership.

                                       12
<PAGE>

Accordingly, a majority-in-interest of the Limited Partners could cause any such
events to occur, even if Limited Partners owning 49% of the Partnership Units
opposed such action.

         LIMITATIONS ON LIABILITY OF THE GENERAL PARTNER TO THE PARTNERSHIP. The
ability of Limited Partners to sue the General Partner and it affiliates is
subject to limitations. The Partnership Agreement limits the liability of the
General Partner and it affiliates to the Limited Partners. The General Partner
and it affiliates will not be liable to the Limited Partners for acts and
omissions: performed or omitted in good faith, and performed or omitted in a
manner which the General Partner reasonably believed to be within the scope of
its authority and in the best interest of the Limited Partners, provided such
conduct did not constitute negligence or misconduct.

Therefore, Limited Partners may be less able to sue the General Partner and it
affiliates than would be the case if such provisions were not included in the
Partnership Agreement.

         PAYMENT OF FEES TO THE GENERAL PARTNER AND ITS AFFILIATES REDUCES CASH
AVAILABLE FOR INVESTMENT IN LOCAL LIMITED PARTNERSHIPS. The General Partner and
it affiliates perform many services for the Partnership. They are paid fees for
these services, which reduce the amount of the cash available for investment in
Local Limited Partnerships. Accordingly, an investor investing directly in a
Housing Complex would have a greater amount available for investment than an
investor investing in low income housing through the Partnership.

         ASSOCIATES AND ITS AFFILIATES ARE SERVING AS THE GENERAL PARTNERS OF
MANY OTHER PARTNERSHIPS. Depending on their corporate area of responsibility,
the officers of Associates initially devote approximately 5% to 50% of their
time to the Partnership. These individuals spend significantly less time devoted
to the Partnership after the investment of the Partnership's capital in Local
Limited Partnerships.

         THE INTERESTS OF LIMITED PARTNERS MAY CONFLICT WITH THE INTERESTS OF
THE GENERAL PARTNER AND IT AFFILIATES. The General Partner and it affiliates are
committed to the management of more than 100 other limited partnerships that
have investments similar to those of the Partnership. The General Partner and it
affiliates receive substantial compensation from the Partnership. The General
Partner decides how the Partnership's investments in Housing Complexes are
managed, and when the investments will be sold. The General Partner may face a
conflict in these circumstances because the General Partner's share of fees and
cash distributions from the transaction may be more or less than their expected
share of fees if a Housing Complex was not sold. The result of these conflicts
could be that the General Partner may make investments which are less desirable,
or on terms which are less favorable, to the Partnership than might otherwise be
the case. The Partnership has not developed any formal process for resolving
conflicts of interest. However, the General Partner is subject to a fiduciary
duty to exercise good faith and integrity in handling the affairs of the
Partnership, and that duty will govern its actions in all such matters.
Furthermore, the manner in which the Partnership can operate and sell
investments is subject to substantial restrictions as outlined in the
Partnership Agreement.

         The Partnership's accrued payables consist primarily of the asset
management fees payable to the General Partner and the capital contributions
payable to Local Limited Partnerships. The asset management fees payable
increased by approximately $161,000, $28,000 and $70,000 for the years ended
March 31 2009, 2008 and 2007, respectively. The payables due to the Local
Limited Partnerships increased (decreased) by approximately $(2,244,000),
$(288,000) and $3,642,000 for the years ended March 31, 2009, 2008 and 2007,
respectively. The Partnership's future contractual cash obligations consist of
its obligations to pay future annual asset management fees and the payables due
to the Local Limited Partnerships. The future annual asset management fees will
equal approximately $178,500 per year through the termination of the
Partnership, which must occur no later than December 31, 2070. Though the
amounts payable to the General Partner and/or its affiliates are contractually
currently payable, the Partnership anticipates that the General Partner and/or
its affiliates will not require the payment of these contractual obligations
until capital reserves are in excess of the aggregate of the existing
contractual obligations and anticipated future foreseeable obligations of the
Partnership. The Partnership would be adversely affected should the General
Partner and/or its affiliates demand current payment of the existing contractual
obligations and or suspend services for this or any other reason.

                                       13
<PAGE>

ITEM 1B.  UNRESOLVED STAFF COMMENTS

Not Applicable

ITEM 2. PROPERTIES


Through its investments in Local Limited Partnerships, the Partnership holds
indirect ownership interests in the Housing Complexes. The following table
reflects the status of the Housing Complexes as of the dates or for the periods
indicated:




























                                       14
<PAGE>
<TABLE>
<S>     <C>
                                                                 --------------------------- ---------------------------------------
                                                                     AS OF MARCH 31, 2009             AS OF DECEMBER 31, 2008
                                                                 --------------------------- ---------------------------------------
                                                                 PARTNERSHIP'S
                                                                     TOTAL                               ESTIMATED        MORTGAGE
                                                                 INVESTMENT IN   AMOUNT OF             AGGREGATE LOW    BALANCES OF
       LOCAL LIMITED                               GENERAL       LOCAL LIMITED   INVESTMENT  NUMBER OF INCOME HOUSING  LOCAL LIMITED
      PARTNERSHIP NAME       LOCATION            PARTNER NAME     PARTNERSHIPS  PAID TO DATE   UNITS   TAX CREDITS (1)  PARTNERSHIP
------------------------------------------------------------------------------------------------------------------------------------
909 4th YMCA, L.P.           Seattle,           YMCA of Greater
                             Washington         Seattle           $   508,000  $   508,000      20      $   686,000    $          -

Crestview Housing, L.P.      Bigfork, Montana   American Covenant
                                                Senior Housing
                                                Foundation, Inc.    1,973,000    1,874,000      24        2,268,000         727,000

Davenport Housing VII, L.P.  Davenport, Iowa    Shelter Resource
                                                Corporation         2,253,000    2,253,000      20        2,448,000       1,900,000

FDI-Country Square, LTD.     Lone Star, Texas   Fieser Holdings,
                                                Inc.                  605,000      605,000      24          823,000         675,000

FDI-Park Place, LTD.         Bellville, Texas   Fieser Holdings,
                                                Inc.                  758,000      758,000      40        1,068,000       1,176,000

Fernwood Meadows, L.P. (2)   Fernley, Nevada    Fernwood Meadow,
                                                LLC                 2,023,000    1,921,000      28        2,369,000       1,138,000

Grove Village, L.P.          Dallas, Texas      Walker Guardian
                                                LLC                 3,043,000    2,587,000     232        3,952,000       8,186,000

Head Circle, L.P.            Ruleville,         SEMC, Inc.
                             Mississippi                              464,000      464,000      38          657,000       1,461,000

Pleasant Village, L.P.       Dallas, Texas      Walker Guardian
                                                LLC                 2,850,000    2,423,000     200        3,701,000       5,942,000

Sierra's Run, L.P. (2)       Fernley, Nevada    Sierra Run, LLC     1,932,000    1,907,000      21        2,273,000         368,000
                                                                  -----------  -----------  -------     -----------    ------------

                                                                  $16,409,000  $15,300,000     647      $20,245,000    $ 21,573,000
                                                                  ===========  ===========  =======     ===========    ============

(1) Represents aggregate anticipated Low Income Housing Tax Credits to be
received over the 10 year credit period if the Housing complexes are retained
and rented in compliance with credit rules for the 15-year Compliance Period.
Approximately 14% of the anticipated Low Income Housing Tax Credits have been
received from the Local Limited Partnerships.

(2) This Local Limited Partnership has been identified for sale as of December
24, 2009.

                                                                15
<PAGE>

                                             ------------------------------------------------------------------------------
                                                                FOR THE YEAR ENDED DECEMBER 31, 2008
                                             ------------------------------------------------------------------------------
                                                                                                             LOW INCOME
                                                                                                             HOUSING TAX
                                                                                                               CREDITS
                  LOCAL LIMITED                                                                              ALLOCATED TO
                 PARTNERSHIP NAME                      RENTAL INCOME                NET INCOME (LOSS)        PARTNERSHIP
      ---------------------------------------------------------------------------------------------------------------------

      909 4th YMCA, L.P.                               $  595,000                       $  (96,000)               99.98%

      Crestview Housing, L.P.                             136,000                          (59,000)               99.98%

      Davenport Housing VII, L.P. (1)                           -                                 -               99.98%

      FDI-Country Square, LTD.                             97,000                          (21,000)               99.98%

      FDI-Park Place, LTD.                                176,000                          (12,000)               99.98%

      Fernwood Meadows, L.P. (2)                          208,000                            19,000               99.98%

      Grove Village, L.P.                               1,519,000                       (1,103,000)               99.98%

      Head Circle, L.P.                                   247,000                          (45,000)               99.98%

      Pleasant Village, L.P.                            1,333,000                       (1,101,000)               99.98%

      Sierra's Run, L.P. (2)                              123,000                          (25,000)               99.98%
                                                       ----------                      ------------

                                                       $4,434,000                      $(2,443,000)
                                                       ----------                      ------------



(1) The Local Limited Partnership was still under construction as of December
31, 2008.

(2) This Local Limited Partnership has been identified for sale as of December
24, 2009.


                                                                16
<PAGE>

                                                                 --------------------------- ---------------------------------------
                                                                     AS OF MARCH 31, 2008             AS OF DECEMBER 31, 2007
                                                                 --------------------------- ---------------------------------------
                                                                 PARTNERSHIP'S
                                                                     TOTAL                               ESTIMATED        MORTGAGE
                                                                 INVESTMENT IN   AMOUNT OF             AGGREGATE LOW    BALANCES OF
       LOCAL LIMITED                               GENERAL       LOCAL LIMITED   INVESTMENT  NUMBER OF INCOME HOUSING  LOCAL LIMITED
      PARTNERSHIP NAME       LOCATION            PARTNER NAME     PARTNERSHIPS  PAID TO DATE   UNITS   TAX CREDITS (1)  PARTNERSHIP
------------------------------------------------------------------------------------------------------------------------------------
909 4th YMCA, L.P.           Seattle,           YMCA of Greater
                             Washington         Seattle           $   508,000   $   508,000     20     $   686,000    $         -

Crestview Housing, L.P.      Bigfork, Montana   American Covenant
                                                Senior Housing
                                                Foundation, Inc.    1,973,000       400,000     24       2,268,000      1,765,000

Davenport Housing VII, L.P.  Davenport, Iowa    Signature Holding
                                                Company             2,253,000     1,974,000     20       2,448,000      1,140,000

FDI-Country Square, LTD.     Lone Star, Texas   Fieser Holdings,
                                                Inc.                  628,000       508,000     24         823,000        742,000

FDI-Park Place, LTD.         Bellville, Texas   Fieser Holdings,
                                                Inc.                  801,000       704,000     40       1,068,000      1,189,000

Fernwood Meadows, L.P. (2)   Fernley, Nevada    Fernwood Meadow,
                                                LLC                 2,023,000     1,821,000     28       2,369,000      1,145,000

Grove Village, L.P.          Dallas, Texas      Walker Guardian
                                                LLC                 3,043,000     2,587,000    232       3,952,000      6,180,000

Head Circle, L.P.            Ruleville,         SEMC, Inc.
                             Mississippi                              464,000       464,000     38         657,000      1,474,000

Pleasant Village, L.P.       Dallas, Texas      Walker Guardian
                                                LLC                 2,850,000     2,423,000    200       3,701,000      6,000,000

Sierra's Run, L.P. (2)       Fernley, Nevada    Sierra Run, LLC     1,974,000     1,777,000     21       2,273,000        371,000
                                                                  -----------   -----------     --     -----------    -----------

                                                                  $16,517,000   $13,166,000    647     $20,245,000    $20,006,000
                                                                  ===========   ===========    ===     ===========    ===========

(1) Represents aggregate anticipated Low Income Housing Tax Credits to be
received over the 10 year credit period if the Housing complexes are retained
and rented in compliance with credit rules for the 15-year Compliance Period.
Approximately 5% of the anticipated Low Income Housing Tax Credits have been
received from the Local Limited Partnerships.

(2) This Local Limited Partnership has been identified for sale as of December
24, 2009.

                                                                17
<PAGE>

                                             ------------------------------------------------------------------------------
                                                                 FOR THE YEAR ENDED DECEMBER 31, 2007
                                             ------------------------------------------------------------------------------
                                                                                                             LOW INCOME
                                                                                                             HOUSING TAX
                                                                                                               CREDITS
                  LOCAL LIMITED                                                                              ALLOCATED TO
                 PARTNERSHIP NAME                      RENTAL INCOME                NET INCOME (LOSS)        PARTNERSHIP
      ---------------------------------------------------------------------------------------------------------------------

      909 4th YMCA, L.P.                                $ 580,000                       $ (113,000)                 99.98%

      Crestview Housing, L.P.                              69,000                          (23,000)                 99.98%



      Davenport Housing VII, L.P. (1)                           -                                 -                      -

      FDI-Country Square, LTD.                             52,000                          (53,000)                 99.98%

      FDI-Park Place, LTD.                                130,000                          (61,000)                 99.98%

      Fernwood Meadows, L.P. (2)                           19,000                          (17,000)                 99.98%

      Grove Village, L.P.                               1,085,000                         (698,000)                 99.98%

      Head Circle, L.P.                                   236,000                          (89,000)                 99.98%

      Pleasant Village, L.P.                            1,002,000                         (801,000)                 99.98%

      Sierra's Run, L.P. (2)                               88,000                           (5,000)                 99.98%
                                                       ----------                      ------------

                                                       $3,261,000                      $(1,860,000)
                                                       ==========                      ------------



(1) The Local Limited Partnership was under construction as of December 31,
2007.

(2) This Local Limited Partnership has been identified for sale as of December
24, 2009.


                                                                18
<PAGE>

                                                                 -------------------------- ----------------------------------------
                                                                     AS OF MARCH 31, 2007            AS OF DECEMBER 31, 2006
                                                                 -------------------------- ----------------------------------------
                                                                 PARTNERSHIP'S
                                                                     TOTAL                               ESTIMATED        MORTGAGE
                                                                 INVESTMENT IN   AMOUNT OF             AGGREGATE LOW    BALANCES OF
       LOCAL LIMITED                               GENERAL       LOCAL LIMITED   INVESTMENT  NUMBER OF INCOME HOUSING  LOCAL LIMITED
      PARTNERSHIP NAME       LOCATION            PARTNER NAME     PARTNERSHIPS  PAID TO DATE   UNITS   TAX CREDITS (1)  PARTNERSHIP
------------------------------------------------------------------------------------------------------------------------------------
909 4th YMCA, L.P.           Seattle,           YMCA of Greater
                             Washington         Seattle          $  508,000    $  508,000       20     $    686,000   $         -


FDI-Country Square, LTD.     Lone Star, Texas   Fieser Holdings,
                             Inc.                                   628,000       291,000       24          823,000       370,000

FDI-Park Place, LTD.         Bellville, Texas   Fieser Holdings,
                                                Inc.                801,000       330,000       40        1,068,000     1,096,000

Grove Village, L.P.          Dallas, Texas      Walker Guardian
                                                LLC               3,043,000     1,390,000      232        3,952,000     6,180,000

Head Circle, L.P.            Ruleville,         SEMC, Inc.
                             Mississippi                            463,000       417,000       38          657,000     1,485,000

Pleasant Village, L.P.       Dallas, Texas      Walker Guardian
                                                LLC               2,850,000     1,715,000      200        3,701,000     6,000,000
                                                                  ---------    ----------     -----    ------------   -----------

                                                                 $8,293,000    $4,651,000      554     $ 10,887,000   $15,131,000
                                                                 ==========    ==========     =====    ============   ===========

(1) Represents aggregate anticipated Low Income Housing Tax Credits to be
received over the 10 year credit period if the Housing complexes are retained
and rented in compliance with credit rules for the 15-year Compliance Period.
Approximately 1% of the anticipated Low Income Housing Tax Credits have been
received from the Local Limited Partnerships.

                                                                19
<PAGE>

                                             ------------------------------------------------------------------------------
                                                                FOR THE YEAR ENDED DECEMBER 31, 2006
                                             ------------------------------------------------------------------------------
                                                                                                             LOW INCOME
                                                                                                             HOUSING TAX
                                                                                                               CREDITS
                  LOCAL LIMITED                                                                              ALLOCATED TO
                 PARTNERSHIP NAME                      RENTAL INCOME                NET INCOME (LOSS)        PARTNERSHIP
      ---------------------------------------------------------------------------------------------------------------------

      909 4th YMCA, L.P.                               $  613,000                       $ (147,000)                 99.98%

      FDI-Country Square, LTD.                             24,000                           (9,000)                 99.98%

      FDI-Park Place, LTD.                                 67,000                          (35,000)                 99.98%

      Grove Village, L.P.                               1,023,000                         (706,000)                 99.98%

      Head Circle, L.P.                                   200,000                          (50,000)                 99.98%

      Pleasant Village, L.P.                            1,208,000                         (471,000)                 99.98%
                                                      -----------                      ------------

                                                      $ 3,135,000                      $(1,418,000)
                                                      ===========                      ============





                                                                20
<PAGE>

WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                                                                                ----------------------------------------------------
                                                                                                  OCCUPANCY RATES
                                                                                                 AS OF DECEMBER 31,
                                                                                ----------------------------------------------------
  LOCAL LIMITED
PARTNERSHIP NAME            LOCATION          GENERAL PARTNER NAME              2008          2007            2006           2005
------------------------------------------------------------------------------------------------------------------------------------

909 4th YMCA, L.P.         Seattle,         YMCA of Greater Seattle
                           Washington                                            95%           90%             70%            (2)

Crestview Housing, L.P.    Bigfork, Montana American Covenant Senior Housing
                                            Foundation, Inc.                    100%           (1)             (2)            (2)

Davenport Housing VII,     Davenport, Iowa  Shelter Resource Corporation
L.P.                                                                             (1)           (1)             (2)            (2)

FDI-Country Square, LTD.   Lone Star, Texas Fieser Holdings, Inc.                96%           96%             25%            (2)

FDI-Park Place, LTD.       Bellville, Texas Fieser Holdings, Inc.                85%           95%             85%            (2)

Fernwood Meadows, L.P. (3) Fernley, Nevada  Fernwood Meadow, LLC                 96%           93%             (2)            (2)

Grove Village, L.P.        Dallas, Texas    Walker Guardian LLC                  88%           96%             53%            (2)

Head Circle, L.P.          Ruleville,       SEMC, Inc.
                           Mississippi                                           97%           95%            100%            (2)

Pleasant Village, L.P.     Dallas, Texas    Walker Guardian LLC                  93%           86%             66%            (2)

Sierra's Run, L.P. (3)     Fernley, Nevada  Sierra Run, LLC                      86%           71%             (2)            (2)
                                                                                 ---           ---             ---            ---
                                                                                 91%           91%             63%              -
                                                                                 ===           ===             ===            ===


(1) - The Local Limited Partnership was still under construction at the
respective year end.

(2) - The Local Limited Partnership was not acquired by the Partnership as of
that respective year end.

(3) - This Local Limited Partnership has been identified for sale as of December
24, 2009.
</TABLE>

                                                                21
<PAGE>

ITEM 3.  LEGAL PROCEEDINGS

NONE

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

NONE

PART II.

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
         ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 5A.

(a)      The Partnership Units are not traded on a public exchange but are being
         sold through a public offering. It is not anticipated that any public
         market will develop for the purchase and sale of any Partnership Units
         and none exists. Partnership Units can be assigned or otherwise
         transferred only if certain requirements in the Partnership Agreement
         are satisfied.

(b)      At March 31, 2009, 2008 and 2007, there were 942, 940 and 940 Limited
         Partners, respectively, and there were no assignees of Partnership
         Units who were not admitted as Limited Partners.

(c)      The Partnership was not designed to provide cash distributions to
         Limited Partners in circumstances other than Partnership refinancing or
         disposition of its investments in Local Limited Partnerships. Any such
         distributions would be made in accordance with the terms of the
         Partnership Agreement. For all periods presented, there were no cash
         distributions to the Limited Partners.

(d)      No securities are authorized for issuance by the Partnership under
         equity compensation plans.


(e)      The Partnership does not issue common stock.

(f)      No unregistered securities were sold by the Partnership during the
         years ended March 31, 2009, 2008 and 2007.


ITEM 5B. USE OF PROCEEDS

NOT APPLICABLE


ITEM 5C. PURCHASES OF EQUITY SECURITIES BY THE ISSUERS AND AFFILIATED PURCHASERS

NONE


                                       22
<PAGE>

ITEM 6.  SELECTED FINANCIAL DATA

Selected balance sheet information for the Partnership is as follows:
<TABLE>

                                                                FOR THE YEARS ENDED MARCH 31,
                                            2009             2008             2007             2006             2005
<S>                                     <C>              <C>              <C>              <C>              <C>
ASSETS

Cash and cash equivalents               $ 1,522,248      $ 3,715,123      $11,964,300      $ 5,247,602      $     1,100
Investments in Local
   Limited Partnerships, net             13,242,305       15,943,480        8,726,771               --               --
Due from investors                               --               --               --          816,640               --
Prepaid acquisition fees and
   costs                                         --               --          910,151          692,190               --
                                        -----------      -----------      -----------      -----------      -----------

     Total Assets                       $14,764,553      $19,658,603      $21,601,222      $ 6,756,432      $     1,100
                                        ===========      ===========      ===========      ===========      ===========

LIABILITIES

Payables to Local Limited
    Partnerships                        $ 1,110,039      $ 3,353,604      $ 3,641,780      $        --      $        --
Accrued fees and expenses due to
    General Partner and affiliates          291,539          111,896           83,688          120,215               --
Accrued expenses                                 --           17,765            8,000               --               --
Due to investors                                 --               --               --           27,500               --
                                        -----------      -----------      -----------      -----------      -----------
    TOTAL LIABILITIES                     1,401,578        3,483,265        3,733,468          147,715               --

PARTNERS' EQUITY                         13,362,975       16,175,338       17,867,754        6,608,717            1,100
                                        -----------      -----------      -----------      -----------      -----------

    Total Liabilities and Partners'
       Equity                           $14,764,553      $19,658,603      $21,601,222      $ 6,756,432      $     1,100
                                        ===========      ===========      ===========      ===========      ===========



                                                           23
<PAGE>

Selected results of operations, cash flows, and other information for the
Partnership are as follows:

                                                        FOR THE YEARS ENDED MARCH 31,
                                         ---------------------------------------------------------      -------------------
                                                                                                        FOR THE PERIOD FROM
                                                                                                         DECEMBER 14, 2005
                                                                                                         (DATE OPERATIONS
                                                                                                             COMMENCED)
                                              2009                 2008                  2007            TO MARCH 31, 2006
                                         -------------         -------------         -------------      -------------------

Loss from operations                     $    (381,550)        $    (254,475)        $    (148,071)        $     (76,565)
Equity in losses of Local Limited
    Partnerships                            (2,443,000)           (1,859,713)             (453,675)                   --
Interest Income                                 12,187               303,809               402,245                 2,227
                                         -------------         -------------         -------------         -------------
NET LOSS                                 $  (2,812,363)        $  (1,810,379)        $    (199,501)        $     (74,338)
                                         =============         =============         =============         =============

NET LOSS ALLOCATED TO:
   General Partner                       $      (2,812)        $      (1,810)        $        (200)        $         (74)
                                         =============         =============         =============         =============

   Limited Partners                      $  (2,809,551)        $  (1,808,569)        $    (199,301)        $     (74,264)
                                         =============         =============         =============         =============

NET LOSS  PER PARTNERSHIP UNIT           $     (133.91)        $      (86.20)        $      (11.42)        $      (16.04)
                                         =============         =============         =============         =============

OUTSTANDING WEIGHTED                            20,981                20,981                17,456                 4,630
                                         =============         =============         =============         =============
 PARTNERSHIP UNITS

Note 1 - Loss from operations for the years ended March 31, 2009, 2008, 2007 and
for the period ended March 31, 2006 include a charge for impairment losses on
investments in Local Limited Partnerships of $80,344, $0, $0 and $0,
respectively (see Note 2 to the audited financial statements).

                                                        FOR THE YEARS ENDED MARCH 31,
                                      ----------------------------------------------------------       -------------------
                                                                                                       FOR THE PERIOD FROM
                                                                                                        DECEMBER 14, 2005
                                                                                                        (DATE OPERATIONS
                                                                                                            COMMENCED)
                                            2009                   2008                 2007            TO MARCH 31, 2006
                                        ------------          ------------          ------------       -------------------

NET CASH PROVIDED BY (USED IN):
  Operating activities                  $    (58,441)         $    144,675          $    317,304          $    (72,773)
  Investing activities                    (2,134,434)           (8,511,815)           (5,919,684)             (621,000)
  Financing activities                            --               117,963            12,319,078             5,940,275
                                        ------------          ------------          ------------          ------------

NET CHANGE IN CASH AND CASH
   EQUIVALENTS                            (2,192,875)           (8,249,177)            6,716,698             5,246,502

CASH AND CASH EQUIVALENTS,
   BEGINNING OF PERIOD                     3,715,123            11,964,300             5,247,602                 1,100
                                        ------------          ------------          ------------          ------------

CASH AND CASH EQUIVALENTS, END
   OF PERIOD                            $  1,522,248          $  3,715,123          $ 11,964,300          $  5,247,602
                                        ============          ============          ============          ============

                                                                24
<PAGE>

Low Income Housing Tax Credits per Partnership Unit were as follows for the year
and period ended December 31:

                   2008              2007             2006               2005
             --------------   ---------------   --------------    --------------

Federal      $          86    $           43    $           6     $           -
State                    -                 -                -                 -
             --------------   ---------------   --------------    --------------

Total        $          86    $           43    $           6     $           -
             ==============   ===============   ==============    ==============

</TABLE>

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

FORWARD LOOKING STATEMENTS

With the exception of the discussion regarding historical information, this
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" and other discussions elsewhere in this Form 10-K contain forward
looking statements. Such statements are based on current expectations subject to
uncertainties and other factors which may involve known and unknown risks that
could cause actual results of operations to differ materially from those
projected or implied. Further, certain forward-looking statements are based upon
assumptions about future events which may not prove to be accurate.

Risks and uncertainties inherent in forward looking statements include, but are
not limited to, the Partnership's future cash flows and ability to obtain
sufficient financing, level of operating expenses, conditions in the Low Income
Housing Tax Credits property market and the economy in general, as well as legal
proceedings. Historical results are not necessarily indicative of the operating
results for any future period.

Subsequent written and oral forward looking statements attributable to the
Partnership or persons acting on its behalf are expressly qualified in their
entirety by cautionary statements in this Form 10-K and in other reports filed
with the SEC. The following discussion should be read in conjunction with the
financial statements and the notes thereto included elsewhere in this filing.

CRITICAL ACCOUNTING POLICIES AND CERTAIN RISKS AND UNCERTAINTIES

The Partnership believes that the following discussion addresses the
Partnership's most significant accounting policies, which are the most critical
to aid in fully understanding and evaluating the Partnership's reported
financial results, and certain of the Partnership's risks and uncertainties.

USE OF ESTIMATES

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America 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 materially differ from those
estimates.

METHOD OF ACCOUNTING FOR INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS

The Partnership accounts for its investments in Local Limited Partnerships using
the equity method of accounting, whereby the Partnership adjusts its investment
balance for its share of the Local Limited Partnerships' results of operations
and for any contributions made and distributions received. The Partnership
reviews the carrying amount of an individual investment in a Local Limited
Partnership for possible impairment whenever events or changes in circumstances
indicate that the carrying amount of such investment may not be recoverable.
Recoverability of such investment is measured by the estimated value derived by
management, generally consisting of the product of the remaining future Low
Income Housing Tax Credits estimated to be allocable to the Partnership and the


                                       25
<PAGE>

estimated residual value to the Partnership. If an investment is considered to
be impaired, the Partnership reduces the carrying value of its investment in any
such Local Limited Partnership. The accounting policies of the Local Limited
Partnerships, generally, are expected to be consistent with those of the
Partnership. Costs incurred by the Partnership in acquiring the investments are
capitalized as part of the investment account and are being amortized over 27.5
years. (See Notes 2 and 3 to the financial statements)

"Equity in losses of Local Limited Partnerships" for each year ended March 31
have been recorded by the Partnership based on the twelve months of reported
results provided by the Local Limited Partnerships for each year ended December
31. Equity in losses from the Local Limited Partnerships allocated to the
Partnership is not recognized to the extent that the investment balance would be
adjusted below zero.

Distributions received from the Local Limited Partnerships are accounted for as
a reduction of the investment balance. Distributions received after the
investment has reached zero are recognized as distribution income. If the Local
Limited Partnerships report net income in future years, the Partnership will
resume applying the equity method only after its share of such net income equals
the share of net losses not recognized during the period(s) the equity method
was suspended.

The Partnership does not consolidate the accounts and activities of the Local
Limited Partnerships which are Variable Interest Entities under Financial
Accounting Standards Board ("FASB") Interpretation No. 46-Revised,
"Consolidation of Variable Interest Entities", because the Partnership is not
considered the primary beneficiary. The Partnership's balance in Investments in
Local Limited Partnerships represents the maximum exposure to loss in connection
with such investments. The Partnership's exposure to loss on the Local Limited
Partnerships is mitigated by the condition and financial performance of the
underlying Housing Complexes as well as the strength of the Local General
Partners.

INCOME TAXES

No provision for income taxes has been recorded in the financial statements as
any liabilities and/or benefits from income taxes flow to the partners of the
Partnership and are their obligations and/or benefits. For income tax purposes,
the Partnership reports on a calendar year basis.

In June 2006, FASB issued Interpretation No. 48 "Accounting for Uncertainty in
Income Taxes" (FIN 48), an interpretation of FASB Statement No. 109. FIN 48
provides guidance for how uncertain tax positions should be recognized,
measured, presented and disclosed in the financial statements. FIN 48 requires
the evaluation of tax positions taken or expected to be taken in the course of
preparing the Partnership's tax returns to determine whether the tax positions
are more-likely-than-not of being sustained upon examination by the applicable
tax authority, based on the technical merits of the tax position, and then
recognizing the tax benefit that is more-likely-than-not to be realized. Tax
positions not deemed to meet the more-likely-than-not threshold would be
recorded as a tax expense in the current reporting period. As required, the
Partnership adopted FIN 48 effective April 1, 2007 and concluded that the effect
is not material to its financial statements. Accordingly, no cumulative effect
adjustment related to the adoption of FIN 48 was recorded.

Impact of New Accounting Pronouncements
---------------------------------------

In September 2006, the FASB issued SFAS No. 157 ("SFAS 157"), Fair Value
Measurements, which provides enhanced guidance for using fair value to measure
assets and liabilities. SFAS 157 also requires expanded information about the
extent to which the Partnership measures assets and liabilities at fair value,
the information used to measure fair value, and the effect of fair value
measurements on earnings. The standard applies whenever other standards require
(or permit) assets or liabilities to be measured at fair value. The standard
does not expand the use of fair value in any new circumstances. In 2008, the
FASB issued FASB Staff Position 157-2 ("FAS FSP 157-2"), Effective Date of FASB
Statement No. 157, which delays the effective date of SFAS 157 for nonfinancial
assets and nonfinancial liabilities, except for items that are recognized or
disclosed at fair value in the financial statements on a recurring basis (at
least annually), to fiscal years beginning after November 15, 2008, and interim
periods within those fiscal years. The Partnership does not anticipate either of
these pronouncements will have a material impact on the Partnership's financial
statements.

                                       26
<PAGE>

In February 2007, the FASB issued SFAS No. 159 ("SFAS 159"), The Fair Value
Option for Financial Assets and Financial Liabilities - Including an amendment
of FASB Statement No. 115. SFAS 159 permits the choice of measuring financial
instruments and certain other items at fair value. SFAS 159 is effective for
financial statements issued for fiscal years beginning after November 15, 2007.
The Partnership does not anticipate that this pronouncement will have a material
impact on the Partnership's financial statements.

In December 2007, the FASB issued Statement of Financial Accounting Standards
("SFAS") No. 141(R) ("SFAS 141R"), which amends SFAS No. 141, and provides
revised guidance for recognizing and measuring identifiable assets and goodwill
acquired, liabilities assumed, and any noncontrolling interest in the acquiree.
SFAS 141R is effective for fiscal years beginning after December 15, 2008 and is
to be applied prospectively. SFAS 141R also requires changes to the accounting
for transaction costs, certain contingent assets and liabilities, and other
balances in a business combination. In addition, in partial acquisitions, when
control is obtained, the acquiring company must measure and record all of the
target's assets and liabilities, including goodwill, at fair value as if the
entire target company had been acquired. It also provides disclosure
requirements to enable users of the financial statements to evaluate the nature
and financial effects of the business combination. The Partnership is currently
evaluating the impacts and disclosures of this pronouncement, but would not
expect SFAS 141R to have a material impact on the Partnership's financial
statements.

On December 4, 2007, the FASB issued SFAS No. 160 ("SFAS 160"), Noncontrolling
Interests in Consolidated Financial Statements, an amendment of ARB No. 51. SFAS
160 replaces the concept of minority interest with noncontrolling interests in
subsidiaries. Noncontrolling interests will now be reported as a component of
equity in the consolidated statement of financial position. Earnings
attributable to noncontrolling interests will continue to be reported as part of
consolidated earnings; however, SFAS 160 requires that income attributable to
both controlling and noncontrolling interests be presented separately on the
face of the consolidated income statement. In addition, SFAS 160 provides that
when losses attributable to noncontrolling interests exceed the noncontrolling
interest's basis, losses continue to be attributed to the noncontrolling
interest as opposed to being absorbed by the consolidating entity. SFAS 160
required retroactive adoption of the presentation and disclosure requirements
for existing minority interests. All other requirements of SFAS 160 shall be
applied prospectively. SAS 160 is effective for the first annual reporting
period beginning on or after December 15, 2008. The Partnership does not expect
SFAS 160 to have a material impact on the Partnership's financial statements.

In November 2008 the FASB ratified EITF No. 08-6, Equity Method Investment
Accounting Considerations, which clarifies the accounting for how to account for
certain transactions and impairment considerations involving equity method
investments. This Issue shall be effective in fiscal years beginning on or after
December 15, 2008, and interim periods within those fiscal years. This Issue
shall be applied prospectively. Earlier application by an entity that has
previously adopted an alternative accounting policy is not permitted. The
transition disclosures in paragraphs 17 and 18 of Statement 154 shall be
provided, if applicable. The Partnership does not expect this pronouncement to
have a material impact on the Partnership's financial statements.

In December 2008, the FASB issue FASB No. FAS 140-4 and FIN46(R)-8 (the "FSP"),
Disclosures by Public Entities (Enterprises) about Transfers of Financial Assets
and Interests in Variable Interest Entities. It amends SFAS 140 to require
public entities to provide additional disclosures about transferors' continuing
involvements with transferred financial assets. The FSP is effective for public
companies in their first reporting period (interim or annual) that ends after
December 15, 2008. The FSP also amends FIN46R to require public enterprises,
including sponsors that have a variable interest in a variable interest entity
("VIE"), to provide additional disclosures about their involvement with VIEs.
The FSP also requires disclosures by a public enterprise that is (a) a sponsor
of a qualifying special-purpose entity (SPE) that holds a variable interest in
the qualifying SPE but was not the transferor of financial assets to the
qualifying SPE and (b) a servicer of a qualifying SPE that holds a significant
variable interest in the qualifying SPE but was not the transferor of financial
assets to the qualifying SPE. The Partnership does not expect the FSP to have a
material impact on the Partnership's financial statements.

In April 2009, the FASB issued FSP 107-1 and APB 28-1 "Interim Disclosures about
Fair Value of Financial Instruments." The FSP requires disclosure about the
method and significant assumptions used to establish the fair value of financial
instruments for interim reporting periods as well as annual statements. The FSP
is effective for the Partnership as of June 30, 2009 and the Partnership does
not expect the FSP will impact the Partnership's financial condition or results
of operations.

                                       27
<PAGE>

In May 2009, the FASB issued guidance regarding subsequent events, which was
subsequently updated in February 2010. This guidance established general
standards of accounting for and disclosure of events that occur after the
balance sheet date but before financial statements are issued or are available
to be issued. In particular, this guidance sets forth the period after the
balance sheet date during which management of a reporting entity should evaluate
events or transactions that may occur for potential recognition or disclosure in
the financial statements, the circumstances under which an entity should
recognize events or transactions occurring after the balance sheet date in its
financial statements, and the disclosures that an entity should make about
events or transactions that occurred after the balance sheet date. This guidance
is effective for financial statements issued for fiscal years and interim
periods ending after June 15, 2009, and will therefore be adopted by the
Partnership for the quarter ended June 30, 2009. The adoption is not expected to
have a significant impact on the subsequent events that the Partnership reports,
either through recognition or disclosure, in the financial statements. In
February 2010, the FASB amended its guidance on subsequent events to remove the
requirement to disclose the date through which an entity has evaluated
subsequent events, alleviating conflicts with current SEC guidance. This
amendment was effective immediately and therefore the Partnership did not
include the disclosure in this Form 10-K.

In June 2009, the FASB issued the Accounting Standards Codification
("Codification"). Effective July 1, 2009, the Codification is the single source
of authoritative accounting principles recognized by the FASB to be applied by
non-governmental entities in the preparation of financial statements in
conformity with U.S. generally accepted accounting principles ("GAAP"). The
Codification is intended to reorganize, rather than change, existing GAAP. The
Codification is effective for financial statements issued for interim and annual
periods ending after September 15, 2009. As such, all references to currently
existing GAAP will be removed and will be replaced with plain English
explanations of the Partnership's accounting policies beginning with financial
statements for the interim period ended September 30, 2009. The adoption of the
Codification is not expected to have a material impact on the Partnership's
financial position or results of operations.

In June 2009, the FASB issued an amendment to the accounting and disclosure
requirements for the consolidation of VIEs. The amended guidance modifies the
consolidation model to one based on control and economics, and replaces the
current quantitative primary beneficiary analysis with a qualitative analysis.
The primary beneficiary of a VIE will be the entity that has (1) the power to
direct the activities of the VIE that most significantly impact the VIE's
economic performance and (2) the obligation to absorb losses or receive benefits
that could potentially be significant to the VIE. If multiple unrelated parties
share such power, as defined, no party will be required to consolidate the VIE.
Further, the amended guidance requires continual reconsideration of the primary
beneficiary of a VIE and adds an additional reconsideration event for
determination of whether an entity is a VIE. Additionally, the amendment
requires enhanced and expanded disclosures around VIEs. This amendment is
effective for fiscal years beginning after November 15, 2009. The adoption of
this guidance on April 1, 2010 is not expected to have a material effect on the
Partnership's financial statements.

CERTAIN RISKS AND UNCERTAINTIES

See Item 1A for a discussion of risks regarding the Partnership.

To date, certain Local Limited Partnerships have incurred significant operating
losses and have working capital deficiencies. In the event these Local Limited
Partnerships continue to incur significant operating losses, additional capital
contributions by the Partnership and/or the Local General Partners may be
required to sustain the operations of such Local Limited Partnerships. If
additional capital contributions are not made when they are required, the
Partnership's investment in certain of such Local Limited Partnerships could be
lost, and the loss and recapture of the related Low Income Housing Tax Credits
could occur.

FINANCIAL CONDITION

FOR THE YEAR ENDED MARCH 31, 2009

The Partnership's assets at March 31, 2009 consisted of $1,522,000 in cash and
cash equivalents and aggregate investments in 10 Local Limited Partnerships of
$13,242,000 (See "Method of Accounting for Investments in Local Limited
Partnerships"). Liabilities at March 31, 2009 consisted of $1,110,000 of capital
contributions due to Local Limited Partnerships and $292,000 of accrued fees and
advances payable to the General Partner and/or its affiliates (See "Future
Contractual Cash Obligations" below).

                                       28
<PAGE>

FOR THE YEAR ENDED MARCH 31, 2008

The Partnership's assets at March 31, 2008 consisted of $3,715,000 in cash and
cash equivalents and aggregate investments in 10 Local Limited Partnerships of
$15,943,000 (See "Method of Accounting for Investments in Local Limited
Partnerships"). Liabilities at March 31, 2008 consisted of $3,354,000 of capital
contributions due to Local Limited Partnerships, $112,000 of accrued fees and
advances payable to the General Partner and/or its affiliates (See "Future
Contractual Cash Obligations" below) and accrued expenses of $18,000.

FOR THE YEAR ENDED MARCH 31, 2007

The Partnership's assets at March 31, 2007 consisted of $11,964,000 in cash and
cash equivalents, aggregate investments in six Local Limited Partnerships of
$8,727,000 (See "Method of Accounting for Investments in Local Limited
Partnerships") and $910,000 in prepaid acquisition fees and costs. Liabilities
at March 31, 2007 consisted of $3,642,000 of capital contributions due to Local
Limited Partnerships, $84,000 of accrued fees and advances payable to the
General Partner and/or its affiliates (See "Future Contractual Cash Obligations"
below) and accrued expenses of $8,000.

RESULTS OF OPERATIONS

YEAR ENDED MARCH 31, 2009 COMPARED TO YEAR ENDED MARCH 31, 2008 The
Partnership's net loss for the year ended March 31, 2009 was $(2,812,000),
reflecting an increase of $(1,002,000) from the net loss experienced for the
year ended March 31, 2008 of $(1,810,000). The equity in losses of Local Limited
Partnerships increased by $(583,000) from $(1,860,000) for the year ended March
31, 2008 to $(2,443,000). The increase is due to nine of the ten Local Limited
Partnerships being in full operations for the year ended March 31, 2009,
compared to six of the Local Limited Partnerships being in full operations and
three of the properties leasing up during the year ended March 31, 2008. There
was an impairment loss of $(80,000) for the year ended March 31, 2009, compared
to no impairment loss recorded for the year ended March 31, 2008. For the year
ended March 31, 2009, the impairment analysis calculated residual value to the
Partnership in addition to the remaining Low Income Housing Tax Credits
available to the Partnership, and compared the total amount to the current
carrying value of each investment in the Partnership resulting in an impairment
of $(80,000). For the year ended March 31, 2008, the same analysis was
performed, however the calculation showed no impairment was necessary. The asset
management fees increased by $(21,000) for the year ended March 31, 2009 since
those fees accrue in an amount equal to 0.5% of the Invested Assets of the
Partnership. "Invested Assets" is defined as the sum of the Partnership's
Investment in Local Limited Partnerships, plus the reserves of the Partnership
of up to 5% of gross Partnership Unit sales proceeds, and the Partnership's
allocable share of the amount of the mortgage loans and other debts related to
the Housing Complexes owned by such Local Limited Partnerships. Invested Assets
increased during the year ended March 31, 2009 which led to the increase in
asset management fees. During the year ended March 31, 2009, there was an
advance for $(22,000) made to a Local Limited Partnership, which was also
reserved in full as of March 31, 2009. This is compared to no advances made
during the year ended March 31, 2008. The advances made to the troubled Local
Limited Partnerships can vary each year depending on the operations of the
individual Local Limited Partnerships. The asset management expenses decreased
by $3,000 for the year ended March 31, 2009. These costs can fluctuate from year
to year depending on the timing of the site visits to the Local Limited
Partnership. Amortization increased by $(11,000) as a result of an increase in
capitalized acquisition fees and costs during the year ended March 31, 2009. The
accounting and legal fees increased by $(5,000) for the year ended March 31,
2009 compared to the year ended March 31, 2008, due to a timing issue of the
accounting work being performed. Reporting fees increased by $7,000 for the year
ended March 31, 2009 due to the fact that Local Limited Partnerships pay the
reporting fees to the Partnership when the Local Limited Partnership's cash flow
will allow for the payment. Interest income decreased by $(292,000) due to the
cash balance decreasing significantly throughout the year ended March 31, 2009
for investments made, combined with the fact that interest rates declined in
2009 compared to the interest rates for the year ended March 31, 2008.

                                       29
<PAGE>

YEAR ENDED MARCH 31, 2008 COMPARED TO YEAR ENDED MARCH 31, 2007 The
Partnership's net loss for the year ended March 31, 2008 was $(1,810,000),
reflecting an increase of $(1,610,000) from the net loss experienced for the
year ended March 31, 2007 of $(200,000). That increase in net loss was due in
large part to the $(1,406,000) increase in equity in losses from Local Limited
Partnerships. The increase is largely due to six of the Local Limited
Partnerships acquired during the year ended March 31, 2007, therefore only a
portion of the losses were recorded by the Partnership for the year ended March
31, 2007. During the year ended March 31, 2008, four additional Local Limited
Partnerships were acquired by the Partnership. In addition to the large increase
in equity in losses of Local Limited Partnerships, there was also an increase in
loss from operations of $(106,000). The asset management fees increased by
$(78,000) for the year ended March 31, 2008 since those fees accrue in an amount
equal to 0.5% of the Invested Assets of the Partnership. "Invested Assets" is
defined as the sum of the Partnership's investment in Local Limited
Partnerships, plus the reserves of the Partnership of up to 5% of gross
Partnership Unit sales proceeds, and the Partnership's allocable share of the
amount of the mortgage loans and other debts related to the Housing Complexes
owned by such Local Limited Partnerships. The Partnership completed the
acquisition phase during the year ended March 31, 2008, therefore asset
management fees increased due to the increase in Invested Assets. The accounting
and legal fees decreased by $14,000 for the year ended March 31, 2008 compared
to the year ended March 31, 2007, due to a timing issue of the accounting work
being performed. Amortization expense increased by $(36,000) due to additional
acquisition fees and costs being capitalized and amortized during the year ended
March 31, 2008. Interest income decreased by $(98,000) due to the cash and cash
equivalents balance decreasing significantly throughout the year ended March 31,
2008 for investments made, combined with the fact that interest rates declined
during the year ended March 31, 2008 compared to the interest rates during the
year ended March 31, 2007.

YEAR ENDED MARCH 31, 2007 COMPARED TO YEAR ENDED MARCH 31, 2006 The
Partnership's net loss for the year ended March 31, 2007 was $(200,000),
reflecting an increase of $(126,000) from the net loss experienced for the
period ended March 31, 2006 of $(74,000). That increase in net loss was due in
large part to the $(454,000) increase in equity in losses of Local Limited
Partnerships. During the year ended March 31, 2007, the Partnership acquired
limited partnership interests in six Local Limited Partnerships, all of which
were acquired as rehabilitation Housing Complexes, therefore they all had
operations at the time of acquisition compared to no Local Limited Partnerships
acquired as of March 31, 2006. In addition to the large increase in equity in
losses of Local Limited Partnerships there was also an increase in loss from
operations of $(72,000). The asset management fees increased by $(80,000) for
the year ended March 31, 2007 since those fees accrue in an amount equal to 0.5%
of the Invested Assets of the Partnership. "Invested Assets" is defined as the
sum of the Partnership's investment in Local Limited Partnerships, plus the
reserves of the Partnership of up to 5% of gross Partnership Unit sales
proceeds, and the Partnership's allocable share of the amount of the mortgage
loans and other debts related to the Housing Complexes owned by such Local
Limited Partnerships. The accounting and legal fees increased by $(28,000) for
the year ended March 31, 2007 compared to the period ended March 31, 2006, due
to the accounting work that was performed during the year ended March 31, 2007
compared to no such work performed during the period ended March 31, 2006.
Amortization expense increased by $(22,000) as a result of acquisition fees and
costs being capitalized and amortized during the year ended March 31, 2007. No
acquisition fees and costs were capitalized as of March 31, 2006. Interest
income increased by $400,000 due to the large increase in the cash balance for
the year ended March 31, 2007 due to the Partnership Units sold, compared to
March 31, 2006. The increase in cash is due to the Partnership concluding the
selling of Partnership Units during the year ended March 31, 2007.

YEAR ENDED MARCH 31, 2006 The Partnership commenced operations on December 14,
2005. Therefore, there are no comparative results of operations or financial
condition from prior periods to report. A loss of approximately, $(74,000) from
operations occurred of which $(75,000) was organization costs. In addition,
there were no Low Income Housing Tax Credits available for allocation to the
partners, due to the fact that as of March 31, 2006 there were no investments in
Local Limited Partnerships.

LIQUIDITY AND CAPITAL RESOURCES

YEAR ENDED MARCH 31, 2009 COMPARED TO YEAR ENDED MARCH 31, 2008 Net cash used
during the year ended March 31, 2009 was $(2,193,000) compared to net cash used
during the year ended March 31, 2008 of $(8,249,000), reflecting a change of
$6,056,000. During the year ended March 31, 2009, the Partnership paid capital
contributions to Local Limited Partnerships in the amount of $(2,135,000)
compared to $(8,512,000) for the year ended March 31, 2008, which is a net
difference of $6,377,000. Capital contributions to Local Limited Partnerships
are usually paid within the first two years of acquiring the interests, once
certain benchmarks are met. A decrease in payments is the result of some of the


                                       30
<PAGE>

Local Limited Partnerships having received all or substantially all their
capital contributions as of March 31, 2008. During the year ended March 31,
2008, the Partnership collected $142,000 in promissory notes receivable compared
to no collections during the year ended March 31, 2009. The Partnership also
paid offering costs of $(24,000) during the same time period. During the year
ended March 31, 2008, the Partnership paid the General Partner or an affiliate
$(129,000) in accrued asset management fees compared to $(18,000) paid during
the year ended March 31, 2009. The Partnership had high interest income during
the year ended March 31, 2008, so it paid asset management fees during that
year. There was $(20,000) paid to the General Partner or an affiliate during the
year ended March 31, 2009 for reimbursement of operating expenses paid by the
General Partner on behalf of the Partnership compared to $(28,000) paid during
the year ended March 31, 2008. Additionally, during the year ended March 31,
2009 the Partnership paid $(18,000) in accrued expenses for accounting work that
had been performed. The Partnership also received $(292,000) less interest
income during the year ended March 31, 2009, as described above in the results
of operations discussion.

YEAR ENDED MARCH 31, 2008 COMPARED TO YEAR ENDED MARCH 31, 2007 Net cash used
during the year ended March 31, 2008 was $(8,249,000), compared to net cash
provided during the year ended March 31, 2007 of $6,717,000, reflecting a change
of $14,966,000. During the year ended March 31, 2007, the Partnership received
$14,066,000 in cash for the sale of Partnership Units. There were no sales
during the year ended March 31, 2008, since sales concluded by March 31, 2007.
The Partnership did collect $142,000 in promissory notes during the year ended
March 31, 2008. Also, during the year ended March 31, 2007, the Partnership paid
$(1,720,000) in offering expenses which were related to the Partnership Units
that had been sold in the year, compared to only $(24,000) in offering expenses
paid during the year ended March 31, 2008. The expenses during the year ended
March 31, 2008 were commission payments related to the promissory notes that
were collected during the year ended March 31, 2008. Additionally, during the
year ended March 31, 2007, the Partnership paid an investor $(28,000) for an
overpayment that had occurred prior to March 31, 2006. During the year ended
March 31, 2007, the Partnership paid the General Partner or an affiliate
$(1,267,000) for acquisition fees and costs, which are paid during the selling
stage of the Partnership. The Partnership also paid $(4,651,000) in capital
contribution payments to Local Limited Partnerships it had acquired during the
year ended March 31, 2007, compared to $(8,512,000) during the year ended March
31, 2008. Capital contribution payments are generally made within the first two
years of acquiring the interests in Local Limited Partnerships. The Partnership
also paid the General Partner or an affiliate $(129,000) in asset management
fees and $(28,000) for reimbursement of operating expenses paid on the
Partnerships behalf, for the year ended March 31, 2008, compared to $(10,000) in
asset management fees and $(27,000) for reimbursement of operating expenses paid
on the Partnerships behalf being paid during the year ended March 31, 2007.

YEAR ENDED MARCH 31, 2007 COMPARED TO PERIOD ENDED MARCH 31, 2006 Net cash
provided during the year ended March 31, 2007 was $6,717,000, compared to net
cash provided during the period ended March 31, 2006 of $5,247,000, reflecting a
change of $1,470,000. During the period ended March 31, 2006, the Partnership
received $6,757,000 in cash for the sale of Partnership Units, compared to
$14,066,000 collected in cash for the sale of Partnership Units for the year
ended March 31, 2007. During the period ended March 31, 2006, the Partnership
collected $28,000 which was an overpayment for a subscription in the
Partnership. The full amount was refunded to the investor during the year ended
March 31, 2007. During the period ended March 31, 2006, the Partnership paid
$(844,000) in offering expenses which were related to the Partnership Units that
had been sold during the period, compared to $(1,720,000) in offering expenses
paid during the year ended March 31, 2007. The increase is proportionate to the
increase in the sale of Partnership Units. During the year ended March 31, 2007,
the Partnership paid the General Partner or an affiliate $(1,267,000) for
acquisition costs and fees, which are paid during the selling stage of the
Partnership, compared to $(621,000) that was paid during the period ended March
31, 2006. The Partnership also paid $(4,651,000) in capital contribution
payments to Local Limited Partnerships it had acquired during the year ended
March 31, 2007, compared to no capital contributions during the period ended
March 31, 2006. As of March 31, 2006, the Partnership had not yet acquired any
interests in Local Limited Partnerships. The Partnership also paid the General
Partner or an affiliate $(10,000) in asset management fees and $(27,000) for
reimbursement of operating expenses paid on the Partnerships behalf for the year
ended March 31, 2007, compared to no asset management fees being paid and no
reimbursement of operating expenses during the period ended March 31, 2006.

YEAR ENDED MARCH 31, 2006 The Partnership had cash used in operating activities
of approximately $(73,000), cash used in investing activities of approximately
$(621,000) and cash provided by financing activities of approximately $5,940,000
for the period ended March 31, 2006.

                                       31
<PAGE>

Accrued payables, which consist primarily of related party management fees due
to the General Partner, increased (decreased) by approximately $161,000, $28,000
and $70,000 for the years ended March 31, 2009, 2008 and 2007, respectively.

The Partnership currently has insufficient working capital to fund its
operations. Associates has agreed to continue providing advances sufficient
enough to fund the operations and working capital requirements of the
Partnership through March 31, 2011.

OTHER MATTERS

One Local Limited Partnership Davenport Housing VII, L.P., ("Davenport") started
construction in October 2006 and was scheduled to be completed in June 2008.
Construction was delayed due to the original Local General Partner defaulting on
his construction guarantee and resulting disputed mechanic liens on the
property. In November 2008, the original Local General Partner was replaced with
a new Local General Partner, Shelter Resource Corporation due to restrictions
implemented by the Iowa Finance Authority ("IFA"). Subsequently with IFA's
approval the defaulting original Local General Partner was removed from the
Partnership leaving Shelter Resource Corporation as the sole Local General
Partner.

As of March 31, 2009 the property was 75% completed and a certificate of
occupancy was granted for both buildings in December 2009. The Partnership
engaged all sub-contractors to sign new construction contracts, along with lien
releases for any and all work done after their engagement. Subsequent to March
31, 2009 the Partnership has voluntarily advanced $846,175 to Davenport for
construction related costs.

It is anticipated that the project will be fully completed as of March 31, 2010
and achieve stabilized operations by May 31, 2010. Davenport has been awarded
state historical tax credits from the State of Iowa, federal historical credits
and federal Low Income Housing Tax Credits. The State historical credits are
given in the form of a refund check from the State in conjunction with the State
tax return filing. The net amount of the check after applicable federal taxes
will be contributed back to the property to help fund construction shortfalls.
Davenport was also allocated additional federal Low Income Housing Tax Credits
as well as federal historical tax credits. Upon the Limited Partners' approval
of the disposition of Sierra Run's and Fernwood, the Partnership will purchase
the additional credits. See the exit strategy in footnote 1 regarding the
disposition of Sierra's Run and Fernwood.

PARTNERSHIP'S FUTURE CONTRACTUAL CASH OBLIGATIONS

The following table summarizes the Partnership's future contractual cash
obligations as of March 31, 2009:

<TABLE>

                                  2010        2011       2012        2013       2014      THEREAFTER      TOTAL
                               -----------  ---------  ---------   ---------  ---------  ------------  ------------
<S>                            <C>          <C>        <C>         <C>        <C>        <C>           <C>
Asset management fees          $   437,060  $ 178,500  $ 178,500   $ 178,500  $ 178,500  $  9,996,000  $ 11,147,060
Payable to Local Limited
   Partnerships                  1,110,039          -          -           -          -             -     1,110,039
                               -----------  ---------  ---------   ---------  ---------  ------------  ------------
Total contractual cash
   obligations                 $1,547,099   $ 178,500  $ 178,500   $ 178,500  $ 178,500  $  9,996,000  $ 12,257,099
                               ===========  =========  =========   =========  =========  ============  ============

(1)  Asset management fees are payable annually until termination of the
     Partnership, which is to occur no later than December 31, 2070. The
     estimate of the fees payable included herein assumes the retention of the
     Partnership's interest in all Housing Complexes until December 31, 2070.
     Amounts due to the General Partner as of March 31, 2009 have been included
     in the 2010 column. The General Partner does not anticipate that these fees
     will be paid until such time as capital reserves are in excess of the
     aggregate of the existing contractual obligations and the anticipated
     future foreseeable obligations of the Partnership.
</TABLE>

For additional information regarding our asset management fees and payables due
to Local Limited Partnerships, see Notes and 3 and 4 to the financial statements
included elsewhere herein.

                                       32
<PAGE>

OFF-BALANCE SHEET ARRANGEMENTS

The Partnership has no off-balance sheet arrangements.


EXIT STRATEGY

See Item 1 for information in this regard.


IMPACT OF NEW ACCOUNTING PRONOUNCEMENTS

See footnote 1 to the financial statements.


ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOVE MARKET RISK

NOT APPLICABLE


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


                                       33
<PAGE>


                     REPORT OF INDEPENDENT REGISTERED PUBLIC
                                 ACCOUNTING FIRM


To the Partners
WNC Housing Tax Credit Fund VI, L.P., Series 13

     We have audited the  accompanying  balance sheets of WNC Housing Tax Credit
Fund VI, L.P., Series 13 (a California Limited Partnership) (the Partnership) as
of  March  31,  2009,  2008,  2007  and  2006,  and the  related  statements  of
operations,  partners'  equity (deficit) and cash flows for each of the years in
the  four-year  period ended March 31, 2009.  The  Partnership's  management  is
responsible for these financial statements.  Our responsibility is to express an
opinion on these financial  statements based on our audits. We did not audit the
financial statements of certain local limited partnerships for which investments
represent  $6,066,353,  $8,363,382,  $432,113  and $0 of the  total  Partnership
assets  as  of  March  31,  2009,  2008,  2007  and  2006,   respectively,   and
$(2,254,801),  $(1,609,127),  $(31,301) and $0 of the total Partnership loss for
the years  ended  March 31,  2009,  2008,  2007 and  2006,  respectively.  Those
statements were audited by other auditors,  whose reports have been furnished to
us, and our opinion,  insofar as it relates to those local limited partnerships,
is based solely on the reports of the other auditors.

     We  conducted  our audits in  accordance  with the  standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial statements are free of material  misstatement.  The Partnership is not
required  to have,  nor were we engaged  to  perform,  an audit of its  internal
control over financial reporting.  Our audit included  consideration of internal
control over financial  reporting as a basis for designing audit procedures that
are appropriate in the  circumstances,  but not for the purpose of expressing an
opinion  on  the  effectiveness  of  the  Partnership's  internal  control  over
financial reporting.  Accordingly, we express no such opinion. An audit includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   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,  based on our audits and the reports of other auditors, the
financial statements referred to above present fairly, in all material respects,
the  financial  position of WNC Housing Tax Credit Fund VI,  L.P.,  Series 13 (a
California  Limited  Partnership) as of March 31, 2009, 2008, 2007 and 2006, and
the  results of its  operations  and its cash flows for each of the years in the
four-year period ended March 31, 2009, in conformity with accounting  principles
generally accepted in the United States of America.

     Our  audits  were  conducted  for the  purpose of forming an opinion on the
basic financial  statements  taken as a whole.  The schedules  listed under Item
15(a)(2) in the index  related to years above are  presented  for the purpose of
complying with the Securities and Exchange  Commission's  rules and are not part
of the basic  financial  statements.  These schedules have been subjected to the
auditing procedures applied to the audits of the basic financial statements and,
in our opinion,  fairly state in all material  respects the financial  statement
data  required  to be set forth  therein  in  relation  to the  basic  financial
statements taken as a whole.


/s/ Reznick Group, P.C.
-----------------------

Bethesda, Maryland
March 31, 2010


<PAGE>


                       PAILET, MEUNIER AND LEBLANC, L.L.P.
                          Certified Public Accountants
                             Management Consultants



                          INDEPENDENT AUDITOR'S REPORT


To the Partners
HEAD CIRCLE, L.P.


         We have audited the accompanying balance sheets of HEAD CIRCLE, L.P.,
RHS PROJEST NO. 28-067-342016511, as of December 31, 2006 and 2005 and the
related statements of operations, changes in partners' equity (deficit) and cash
flows for the years then ended. These financial statements are the
responsibility of the partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.

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

         In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of HEAD CIRCLE, L.P. as
of December 31, 2006 and 2005 the results of its operations, changes in
partners' equity and cash flows for the years then ended in conformity with
accounting principles generally accepted in the United States of America.

         In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued a
report dated January 28, 2007 on our consideration of HEAD CIRCLE, L.P.'s
internal control over financial reporting and on its compliance with laws and
regulations applicable to the financial statements.



/s/ Pailet, Meunier and LeBlanc, L.L.P,
---------------------------------------


Metairie, Louisiana
January 28, 2007




<TABLE>
<S>     <C>

  3421 N. Causeway Blvd., Suite 701, Metairie, LA 70002 Telephone (504) 837-0770 . Fax (504) 837-7102
                                             Member of
 IGAF Worldwide - Member Firms in Principal Cities - PCAOB - Public Company Accounting Oversight Board
                 AICPA Centers - Center for Public Company Audit Firms (SEC)
        Governmental Audit Quality Center - Private Companies Practice Section (PCPS)
</TABLE>

                                       35
<PAGE>

                       PAILET, MEUNIER AND LEBLANC, L.L.P.
                          Certified Public Accountants
                             Management Consultants

                          INDEPENDENT AUDITOR'S REPORT

To the Partners
HEAD CIRCLE, L.P.
Ruleville, Mississippi

and

USDA Rural Development Servicing Office
Greenville, Mississippi

         We have audited the accompanying balance sheets of HEAD CIRCLE, L.P.,
RHS PROJEST NO. 28-067-342016511, as of December 31, 2007 and 2006 and the
related statements of operations, changes in partners' equity (deficit) and cash
flows for the years then ended. These financial statements are the
responsibility of the partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.

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

         In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of HEAD CIRCLE, L.P. as
of December 31, 2007 and 2006 the results of its operations, changes in
partners' equity and cash flows for the years then ended in conformity with
accounting principles generally accepted in the United States of America.

         In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued a
report dated February 15, 2008 on our consideration of HEAD CIRCLE, L.P.'s
internal control over financial reporting and our tests of its compliance with
certain provisions of laws, regulations, contracts, and grant agreements and
other matters. The purpose of that report is to describe the scope of our
testing of internal control over financial reporting and compliance and the
results of that testing, and not to provide an opinion on the internal control
over financial reporting or on compliance. That report is an integral part of an
audit performed in accordance with GOVERNMENT AUDITING STANDARDS and should be
read in conjunction with this report in considering the results of out audit.

/s/ Pailet, Meunier and LeBlanc, L.L.P,
---------------------------------------

Metairie, Louisiana
February 15, 2008

<TABLE>
<S>     <C>

 3421 N. Causeway Blvd., Suite 701, Metairie, LA 70002 Telephone (504) 837-0770 . Fax (504) 837-7102
                                          Member of
IGAF Worldwide - Member Firms in Principal Cities - PCAOB - Public Company Accounting Oversight Board
                  AICPA Centers - Center for Public Company Audit Firms (SEC)
           Governmental Audit Quality Center - Private Companies Practice Section (PCPS)
</TABLE>

                                       36
<PAGE>

                       PAILET, MEUNIER AND LEBLANC, L.L.P.
                          Certified Public Accountants
                             Management Consultants

                          INDEPENDENT AUDITOR'S REPORT

To the Partners
HEAD CIRCLE, L.P.
Ruleville, Mississippi

and

USDA Rural Development Servicing Office
Greenville, Mississippi

         We have audited the accompanying balance sheets of HEAD CIRCLE, L.P.,
RHS PROJEST NO. 28-067-038654099, as of December 31, 2008 and 2007 and the
related statements of operations, changes in partners' equity (deficit) and cash
flows for the years then ended. These financial statements are the
responsibility of the partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audit.

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

         In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of HEAD CIRCLE, L.P. as
of December 31, 2008 and 2007 the results of its operations, changes in
partners' equity and cash flows for the years then ended in conformity with
accounting principles generally accepted in the United States of America.

         In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued a
report dated February 6, 2009 on our consideration of HEAD CIRCLE, L.P.'s
internal control over financial reporting and our tests of its compliance with
certain provisions of laws, regulations, contracts, and grant agreements and
other matters. The purpose of that report is to describe the scope of our
testing of internal control over financial reporting and compliance and the
results of that testing, and not to provide an opinion on the internal control
over financial reporting or on compliance. That report is an integral part of an
audit performed in accordance with GOVERNMENT AUDITING STANDARDS and should be
read in conjunction with this report in considering the results of out audit.

/s/ Pailet, Meunier and LeBlanc, L.L.P,
---------------------------------------

Metairie, Louisiana
February 6, 2009

<TABLE>
<S>     <C>

 3421 N. Causeway Blvd., Suite 701, Metairie, LA 70002 Telephone (504) 837-0770 . Fax (504) 837-7102
                                           Member of
IGAF Worldwide - Member Firms in Principal Cities - PCAOB - Public Company Accounting Oversight Board
                  AICPA Centers - Center for Public Company Audit Firms (SEC)
             Governmental Audit Quality Center - Private Companies Practice Section (PCPS)
</TABLE>

                                       37
<PAGE>

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners
Fernwood Meadows, L.P.
Fernley, Nevada

We have audited the accompanying balance sheets of Fernwood Meadows, L.P. (the
Partnership), as of December 31, 2008 and 2007, and the related statements of
operations, changes in partners' equity and cash flows for the year ended
December 31, 2008 and the period from November 2, 2007 (inception) to December
31, 2007. These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and the standards of the Public Company
Accounting Oversight Board (United States of America) and the standards
applicable to financial audits contained in GOVERNMENT AUDITING STANDARDS,
issued by the Comptroller General of the United States. Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. The Partnership is
not required to have, nor were we engaged to perform, an audit of its internal
control over financial reporting. Our audit included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Partnership's internal control over
financial reporting. Accordingly, we express on such opinion. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audit provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Partnership as of December
31, 2008 and 2007, and the results of its operations, changes in partners'
equity and cash flows for the year ended December 31, 2008 and the period from
November 2, 2007 (inception) to December 31, 2007, in conformity with accounting
principles generally accepted in the United States of America.

In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued a report
dated March 25, 2009, on our consideration of the Partnership's internal control
over financial reporting and out tests of its compliance with certain provisions
of laws, regulations, contracts, and grant agreements and other matters. The
purpose of that report is to describe the scope of our testing of internal
control over financial reporting and the results of that testing and not to
provide an opinion on the internal control over financial reporting or on
compliance. That report is an integral part of an audit performed in accordance
with GOVERNMENT AUDITING STANDARDS and should be read in conjunction with this
report in considering the result of our audit.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying financial statements
have been prepared assuming that the Partnership will continue as a going
concern and do not include any adjustments that might result from the outcome of
this uncertainty. The accompanying supplemental information shown on page 14 is
presented for purposes of additional analysis and is not a required part of the
basic financial statements of the partnership. Such information had been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated, in all material respects, in
relation to the basic financial statements taken as a whole.

/s/ Child, Van Wagoner & Bradshaw
---------------------------------
Child, Van Wagoner & Bradshaw, PLLC
Kaysville, Utah
March 25, 2009


                                       38
<PAGE>

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners
Sierra's Run L.P.
Fernley, Nevada

We have audited the accompanying balance sheets of Sierra's Run L.P. (the
Partnership), as of December 31, 2008 and 2007, and the related statements of
operations, changes in partners' equity and cash flows for the year ended
December 31, 2008, and the period from March 12, 2007 (inception) through
December 31, 2007. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and the standards of the Public Company
Accounting Oversight Board (United States of America) and the standards
applicable to financial audits contained in GOVERNMENT AUDITING STANDARDS,
issued by the comptroller General of the United States. Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. The Partnership is
not required to have, nor were we engaged to perform, an audit of its internal
control over financial reporting. Our audit included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Partnership's internal control over
financial reporting. Accordingly, we express on such opinion. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audit provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Partnership as of December
31, 2008 and 2007, and the results of its operations, and its cash flows for the
year ended December 31, 2008, and the period of March 12, 2007 (inception)
through December 31, 2007, in conformity with accounting principles generally
accepted in the United States of America.

In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued a report
dated March 26, 2009, on our consideration of the Partnership's internal control
over financial reporting and our tests of its compliance with certain provisions
of laws, regulations, contracts, and grant agreements and other matters. The
purpose of that report is to describe the scope of our testing of internal
control over financial reporting and compliance and the results of that testing
and not to provide an opinion on the internal control over financial reporting
or on compliance. That report is an integral part of an audit performed in
accordance with GOVERNMENT AUDITING Standards and should be read in conjunction
with this report in considering the result of our audit.

Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying financial statements
have been prepared assuming that the partnership will continue as a going
concern and do not include any adjustments that might result from the outcome of
this uncertainty. The accompanying supplemental information shown on page 15 is
presented for purposes of additional analysis and is not a required part of the
basic financial statements of the Partnership. Such information had been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated, in all material respects, in
relation to the basic financial statements taken as a whole.

/s/ Child, Van Wagoner & Bradshaw
---------------------------------

Child, Van Wagoner & Bradshaw, PLLC
Kaysville, Utah
March 26, 2009


                                       39
<PAGE>

                      PAILET, MEUNIER and LeBLANC, L.L.P.
                          Certified Public Accountants
                             Management Consultants


                          INDEPENDENT AUDITOR'S REPORT


To the Partners
Pleasant Village Limited Partnership
Portland, Oregon


We have audited the  accompanying  balance  sheets of Pleasant  Village  Limited
Partnership,  HUD section 8 contract Nos.  TX16L000047  and  TX16M000310,  as of
December  31, 2007 and the related  statements  of income,  changes in partners'
equity and cash flows for the years then ended.  These financial  statements are
the  responsibility of the Partnership's  management.  Our  responsibility is to
express an opinion on these financial statements based on our audits.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position of Pleasant  Village  Limited
Partnership  HUD section 8 contract  Nos.  TX16L000047  and  TX16M000310,  as of
December  31,  2007 and the  results of its  operations,  changes  in  partners'
equity,  and cash flows for the years then ended in conformity  with  accounting
principles generally accepted in the United States of America.

In accordance with Government  Auditing  Standards,  and the Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have  also  issued a report  dated  July 1,  2008 on our
consideration of Pleasant Village Limited  Partnership's  internal control,  and
reports  dated  July 1,  2008,  on its  compliance  with  specific  requirements
applicable  to major HUD programs and specific  requirements  applicable to Fair
Housing and  Non-Discrimination.  Those reports are an integral part of an audit
performed in accordance with Government Auditing Standards and should be read in
conjunction with this report in considering the results of our audit.



/s/ Pailet, Meunier and LeBlanc, L.L.P,
---------------------------------------


Metairie, Louisiana
July 1, 2008

             3421 N. Causeway Blvd., Suite 701, Metairie, LA 70002
                  Telephone (504) 837-0770. Fax (504) 837-7102
                                    Member of
                 IGAF Worldwide Member Firms in Principal Cities
                PCAOB Public Company Accounting Oversight Board
           AICPA Centers Center for Public Company Audit Firms (SEC)
  Governmental Audit Quality Center Private Companies Practice Section (PCPS)
                                       40
<PAGE>

                      PAILET, MEUNIER and LeBLANC, L.L.P.
                          Certified Public Accountants
                             Management Consultants


                          INDEPENDENT AUDITOR'S REPORT


To the Partners
Pleasant Village Limited Partnership
Portland, Oregon


We have audited the  accompanying  balance  sheets of Pleasant  Village  Limited
Partnership,  HUD section 8 contract Nos.  TX16L000047  and  TX16M000310,  as of
December  31, 2008 and the related  statements  of income,  changes in partners'
equity and cash flows for the years then ended.  These financial  statements are
the  responsibility of the Partnership's  management.  Our  responsibility is to
express an opinion on these financial statements based on our audits.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position of Pleasant  Village  Limited
Partnership  HUD section 8 contract  Nos.  TX16L000047  and  TX16M000310,  as of
December  31,  2008 and the  results of its  operations,  changes  in  partners'
equity,  and cash flows for the years then ended in conformity  with  accounting
principles generally accepted in the United States of America.

In accordance with Government  Auditing  Standards,  and the Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have  also  issued a  report  dated  May 7,  2009 on our
consideration of Pleasant Village Limited  Partnership's  internal control,  and
reports  dated  May  7,  2009  on  its  compliance  with  specific  requirements
applicable  to major HUD programs and specific  requirements  applicable to Fair
Housing and  Non-Discrimination.  Those reports are an integral part of an audit
performed in accordance with Government Auditing Standards and should be read in
conjunction with this report in considering the results of our audit.


/s/ Pailet, Meunier and LeBlanc, L.L.P,
---------------------------------------


Metairie, Louisiana
May 7, 2009


              3421 N. Causeway Blvd., Suite 701, Metairie, LA 70002
                  Telephone (504) 837-0770. Fax (504) 837-7102
                                    Member of
                 IGAF Worldwide Member Firms in Principal Cities
                 PCAOB Public Company Accounting Oversight Board
            AICPA Centers Center for Public Company Audit Firms (SEC)
   Governmental Audit Quality Center Private Companies Practice Section (PCPS)
                                       41
<PAGE>


                      PAILET, MEUNIER and LeBLANC, L.L.P.
                          Certified Public Accountants
                             Management Consultants


                          INDEPENDENT AUDITOR'S REPORT


To the Partners
Grove Village Limited Partnership
Portland, Oregon


We have  audited  the  accompanying  balance  sheets  of Grove  Village  Limited
Partnership,  owner of Grove Village Limited Partnership, HUD section 8 contract
Nos.  TX16L00024  and  TX16M000311,  as of  December  31,  2008 and the  related
statements of operation, changes in partners equity (deficit) and cash flows for
the year then ended.  These financial  statements are the  responsibility of the
partnership's  management.  Our responsibility is to express an opinion on these
financial statements based on our audit.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,   the  financial  position  of  Grove  Village  Limited
Partnership as of December 31, 2008 and the results of its  operations,  changes
in partners  equity,  and cash flows for the years then ended in conformity with
accounting principles generally accepted in the United States of America.

In accordance with Government  Auditing  Standards,  and the Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have  also  issued a  report  dated  May 7,  2009 on our
consideration  of Grove Village  Limited  Partnership's  internal  control,  and
reports  dated  May  7,  2009,  on its  compliance  with  specific  requirements
applicable  to major HUD programs and specific  requirements  applicable to Fair
Housing and  Non-Discrimination.  Those reports are an integral part of an audit
performed in accordance with Government Auditing Standards and should be read in
conjunction with this report in considering the results of our audit.


/s/ Pailet, Meunier and LeBlanc, L.L.P,
---------------------------------------


Metairie, Louisiana
May 7, 2009


              3421 N. Causeway Blvd., Suite 701, Metairie, LA 70002
                  Telephone (504) 837-0770. Fax (504) 837-7102
                                    Member of
                 IGAF Worldwide Member Firms in Principal Cities
                 PCAOB Public Company Accounting Oversight Board
            AICPA Centers Center for Public Company Audit Firms (SEC)
   Governmental Audit Quality Center Private Companies Practice Section (PCPS)
                                       42
<PAGE>


                      PAILET, MEUNIER and LeBLANC, L.L.P.
                          Certified Public Accountants
                             Management Consultants


                          INDEPENDENT AUDITOR'S REPORT


To the Partners
Grove Village Limited Partnership
Portland, Oregon


We have  audited  the  accompanying  balance  sheets  of Grove  Village  Limited
Partnership,  owner of Grove Village Limited Partnership, HUD section 8 contract
Nos.  TX16L00024  and  TX16M000311,  as of  December  31,  2007 and the  related
statements of operation,  changes in partners   equity  (deficit) and cash flows
for the year then ended.  These financial  statements are the  responsibility of
the  partnership's  management.  Our  responsibility is to express an opinion on
these financial statements based on our audit.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,   the  financial  position  of  Grove  Village  Limited
Partnership as of December 31, 2007 and the results of its  operations,  changes
in partners  equity,  and cash flows for the years then ended in conformity with
accounting principles generally accepted in the United States of America.

In accordance with Government  Auditing  Standards,  and the Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also  issued a report  dated  June 30,  2008 on our
consideration  of Grove Village  Limited  Partnership's  internal  control,  and
reports  dated June 30,  2008,  on its  compliance  with  specific  requirements
applicable  to major HUD programs and specific  requirements  applicable to Fair
Housing and  Non-Discrimination.  Those reports are an integral part of an audit
performed in accordance with Government Auditing Standards and should be read in
conjunction with this report in considering the results of our audit.


/s/ Pailet, Meunier and LeBlanc, L.L.P,
---------------------------------------


Metairie, Louisiana
June 30, 2008


              3421 N. Causeway Blvd., Suite 701, Metairie, LA 70002
                  Telephone (504) 837-0770. Fax (504) 837-7102
                                    Member of
                 IGAF Worldwide Member Firms in Principal Cities
                 PCAOB Public Company Accounting Oversight Board
            AICPA Centers Center for Public Company Audit Firms (SEC)
   Governmental Audit Quality Center Private Companies Practice Section (PCPS)
                                       43
<PAGE>

<TABLE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                 BALANCE SHEETS




                                                                                       MARCH 31,
                                                        ---------------------------------------------------------------------
                                                            2009               2008               2007               2006
                                                        ------------       ------------       ------------       ------------
<S>                                                     <C>                <C>                <C>                <C>
ASSETS
  Cash and cash equivalents                             $  1,522,248       $  3,715,123       $ 11,964,300       $  5,247,602
  Investments in Local Limited Partnerships, net
     (Notes 2 and 3)                                      13,242,305         15,943,480          8,726,771                 --
  Due from dealers and investors (Note 6)                         --                 --                 --            816,640
  Prepaid acquisition fees and costs (Note 3)                     --                 --            910,151            692,190
                                                        ------------       ------------       ------------       ------------
    TOTAL ASSETS                                        $ 14,764,553       $ 19,658,603       $ 21,601,222       $  6,756,432
                                                        ============       ============       ============       ============

LIABILITIES AND PARTNERS' EQUITY
    (DEFICIT)

Liabilities:
  Payables to Local Limited Partnerships (Note 4)       $  1,110,039       $  3,353,604       $  3,641,780       $         --
  Accrued fees and expenses due to General Partner
      and Affiliates (Note 3)                                291,539            111,896             83,688            120,215
  Accrued expenses                                                --             17,765              8,000                 --
  Due to investors (Note 7)                                       --                 --                 --             27,500
                                                        ------------       ------------       ------------       ------------
     TOTAL LIABILITIES                                     1,401,578          3,483,265          3,733,468            147,715
                                                        ------------       ------------       ------------       ------------


Partners' equity (deficit)
  General Partner                                             (4,796)            (1,984)              (174)                26
  Limited Partners (25,000 Partnership Units
     authorized, 20,981, 20,981, 20,981 and 7,691
     Partnership Units issued and outstanding at
     March 31, 2009, 2008, 2007 and 2006,
     respectively)                                        13,367,771         16,177,322         17,867,928          6,608,691
                                                        ------------       ------------       ------------       ------------

     Total Partners' Equity (Deficit)                     13,362,975         16,175,338         17,867,754          6,608,717
                                                        ------------       ------------       ------------       ------------
           TOTAL LIABILITIES AND PARTNERS' EQUITY       $ 14,764,553       $ 19,658,603       $ 21,601,222       $  6,756,432
                                                        ============       ============       ============       ============





                                          See accompanying notes to financial statements

                                                                44
<PAGE>

                                        WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                                                (A CALIFORNIA LIMITED PARTNERSHIP)

                                                     STATEMENTS OF OPERATIONS

                                        FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
                                   FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                                                      THROUGH MARCH 31, 2006


                                                             FOR THE YEARS ENDED MARCH 31,
                                         -----------------------------------------------------------------
                                                                                                               FOR THE PERIOD
                                                                                                              DECEMBER 14, 2005
                                                                                                                   (DATE
                                                                                                                 OPERATIONS
                                                                                                                  COMMENCED)
                                                                                                                  THROUGH
                                                  2009                 2008                  2007               MARCH 31, 2006
                                         -------------------    -------------------    -------------------    -------------------

Reporting fees                           $             7,333    $                --    $                --    $                --
Other income                                              --                      7                      9                     --
                                         -------------------    -------------------    -------------------    -------------------
   Total operating income                              7,333                      7                      9                     --

Operating expenses:
    Amortization                                      68,700                 57,368                 21,867                     --
    Asset management fees                            178,693                157,777                 79,518                     --
    Asset management expenses                         15,047                 18,372                 13,862                     --
    Organization costs                                    --                     --                     --                 75,000
    Accounting and legal fees                         19,861                 14,596                 28,247                    500
    Write off of advances to a Local
     Limited Partnership (Note 8)                     22,311                     --                     --                     --
    Impairment loss                                   80,344                     --                     --                     --
    Other                                              3,927                  6,369                  4,586                  1,065
                                         -------------------    -------------------    -------------------    -------------------
      Total operating expenses                       388,883                254,482                148,080                 76,565
                                         -------------------    -------------------    -------------------    -------------------

Loss from operations                                (381,550)              (254,475)              (148,071)               (76,565)

Equity in losses of Local Limited
   Partnerships                                   (2,443,000)            (1,859,713)              (453,675)                    --

Interest income                                       12,187                303,809                402,245                  2,227
                                         -------------------    -------------------    -------------------    -------------------

Net loss                                 $        (2,812,363)   $        (1,810,379)   $          (199,501)   $           (74,338)
                                         ===================    ===================    ===================    ===================

Net loss allocated to:
   General Partner                       $            (2,812)   $            (1,810)   $              (200)   $               (74)
                                         ===================    ===================    ===================    ===================

   Limited Partners                      $        (2,809,551)   $        (1,808,569)   $          (199,301)   $           (74,264)
                                         ===================    ===================    ===================    ===================

Net loss per Partnership Unit            $           (133.91)   $            (86.20)   $            (11.42)   $            (16.04)
                                         ===================    ===================    ===================    ===================

Outstanding weighted Partnership Units                20,981                 20,981                 17,456                  4,630
                                         ===================    ===================    ===================    ===================

                                          See accompanying notes to financial statements

                                                                45
<PAGE>

                                          WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                                                (A CALIFORNIA LIMITED PARTNERSHIP)

                                                  STATEMENTS OF PARTNERS' EQUITY

                                        FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
                                   FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                                                      THROUGH MARCH 31, 2006


                                                               GENERAL            LIMITED
                                                               PARTNER            PARTNERS            TOTAL
                                                            ------------       ------------       ------------

   Contribution from General Partner and initial
      limited partner                                       $        100       $      1,000       $      1,100
                                                            ------------       ------------       ------------

Partners' equity at March 31, 2005                                   100              1,000              1,100

   Sale of Partnership Units (net of discounts of $15)                --          7,690,985          7,690,985

   Sale of Partnership Units issued in exchange for
      promissory notes (Note 6)                                       --           (117,500)          (117,500)

   Offering expenses                                                  --           (891,530)          (891,530)

   Net loss                                                          (74)           (74,264)           (74,338)
                                                            ------------       ------------       ------------

Partners' equity at March 31, 2006                                    26          6,608,691          6,608,717

   Sale of Partnership Units (net of discounts of
      $15,585)                                                        --         13,274,415         13,274,415

   Sale of Partnership Units issued in exchange for
      promissory notes (Note 6)                                       --            (24,585)           (24,585)

   Offering expenses                                                  --         (1,721,292)        (1,721,292)

   Syndication costs                                                                (70,000)           (70,000)

   Net loss                                                         (200)          (199,301)          (199,501)
                                                            ------------       ------------       ------------

Partners' equity (deficit) at March 31, 2007                        (174)        17,867,928         17,867,754

   Collection of promissory notes                                     --            142,085            142,085

   Offering expenses                                                  --            (24,122)           (24,122)

   Net loss                                                       (1,810)        (1,808,569)        (1,810,379)
                                                            ------------       ------------       ------------

Partners equity (deficit) at March 31, 2008                       (1,984)        16,177,322         16,175,338

   Net loss                                                       (2,812)        (2,809,551)        (2,812,363)
                                                            ------------       ------------       ------------

Partners equity (deficit) at March 31, 2009                 $     (4,796)      $ 13,367,771       $ 13,362,975
                                                            ============       ============       ============

                                          See accompanying notes to financial statements

                                                                46
<PAGE>

                                          WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                                                (A CALIFORNIA LIMITED PARTNERSHIP)

                                                     STATEMENTS OF CASH FLOWS

                                        FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
                                   FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                                                      THROUGH MARCH 31, 2006


                                                                                                             FOR THE PERIOD
                                                                                                            DECEMBER 14, 2005
                                                                                                            (DATE OPERATIONS
                                                                                                               COMMENCED)
                                                                                                                 THROUGH
                                                             2009               2008             2007         MARCH 31, 2006
                                                         ------------      ------------      ------------     --------------
Cash flows from operating activities:
     Net loss                                            $ (2,812,363)     $ (1,810,379)     $   (199,501)     $    (74,338)
     Adjustments to reconcile net loss to net cash
         provided by (used in) operating activities:
      Amortization                                             68,700            57,368            21,867                --
      Equity in losses of Local Limited Partnerships        2,443,000         1,859,713           453,675                --
      Impairment loss                                          80,344                --                --                --
      Change in accrued expenses                              (17,765)            9,765             8,000                --
      Change in accrued fees and expenses due
         to General Partner and affiliates                    179,643            28,208            33,263             1,565
                                                         ------------      ------------      ------------      ------------

Net cash provided by (used in) operating activities           (58,441)          144,675           317,304           (72,773)
                                                         ------------      ------------      ------------      ------------

Cash flows used in investing activities:
   Investments in Local Limited Partnerships               (2,135,434)       (8,511,815)       (4,651,355)               --
   Distributions received from Local Limited                       --                --                --
      Partnerships                                              1,000
   Capitalized warehouse interest and costs                        --                --            (1,039)               --
   Capitalized acquisition fees and costs paid                     --                --          (978,139)               --
   Prepaid acquisition fees and costs paid                         --                --          (289,151)         (621,000)
   Advances to Local Limited Partnerships                     (22,311)               --                --                --
   Write off of advances to Local Limited
       Partnerships                                            22,311                --                --                --
                                                         ------------      ------------      ------------      ------------

Net cash used in investing activities                      (2,134,434)       (8,511,815)       (5,919,684)         (621,000)
                                                         ------------      ------------      ------------      ------------

Cash flows from financing activities:
   Overpayment received (refund of) subscriptions                  --                --           (27,500)           27,500
   Receipts from sales of Partnership Units                        --           142,085        14,066,470         6,756,860
   Offering expenses paid                                          --           (24,122)       (1,719,892)         (844,085)
                                                         ------------      ------------      ------------      ------------

Net cash provided by financing activities                          --           117,963        12,319,078         5,940,275
                                                         ------------      ------------      ------------      ------------

Net increase (decrease) in cash and cash
    equivalents                                            (2,192,875)       (8,249,177)        6,716,698         5,246,502

Cash and cash equivalents, beginning of period              3,715,123        11,964,300         5,247,602             1,100
                                                         ------------      ------------      ------------      ------------

Cash and cash equivalents, end of period                 $  1,522,248      $  3,715,123      $ 11,964,300      $  5,247,602
                                                         ============      ============      ============      ============

                                          See accompanying notes to financial statements

                                                                47
<PAGE>


                                          WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                                                (A CALIFORNIA LIMITED PARTNERSHIP)

                                                STATEMENT OF CASH FLOWS - CONTINUED

                                       FOR THE YEARS ENDED MARCH 31, 2009, 2008 AND 2007 AND
                                     FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                                                      THROUGH MARCH 31, 2006


                                                                                                                   FOR THE PERIOD
                                                                                                                 DECEMBER 14, 2005
                                                                                                                  (DATE OPERATIONS
                                                                                                                      COMMENCED)
                                                                                                                       THROUGH
                                                             2009                2008                2007           MARCH 31, 2006
                                                       ----------------    ----------------    ----------------    ----------------

SUPPLEMENTAL DISCLOSURE OF
   CASH FLOW INFORMATION
   Taxes paid                                          $            800    $            800    $            800    $            800
                                                       ================    ================    ================    ================
SIGNIFICANT NONCASH INVESTING AND FINANCING
   ACTIVITES
    The Partnership increased prepaid acquisition
     fees and costs and due to General Partner and
     affiliates for unpaid acquisition fees and
     costs                                             $             --    $             --    $             --    $         71,190
                                                       ================    ================    ================    ================
    The Partnership increased accrued fees and
     expenses due to General Partner and affiliates
     and decreased equity for offering expenses not
     paid                                              $             --    $             --    $          1,400    $         47,460
                                                       ================    ================    ================    ================
    The Partnership increased due from investors
     and  dealers and limited partner equity for
     unpaid subscriptions                              $             --    $             --    $             --    $        816,640
                                                       ================    ================    ================    ================
    The Partnership increased its investment in
     Local Limited Partnerships for unpaid capital
     contributions payable to Local Limited
     Partnerships                                      $             --    $      2,252,595    $      3,641,780    $            --
                                                       ================    ================    ================    ================
    The Partnership decreased its investment in
     Local Limited Partnerships and Limited
     Partners' equity for syndication costs            $             --    $             --    $         70,000    $             --
                                                       ================    ================    ================    ================
    The Partnership increased its investment in
     Local Limited Partnerships and decreased
     prepaid acquisition fees and costs                $             --    $        910,151    $             --    $             --
                                                       ================    ================    ================    ================
    The Partnership decreased its investment in
     Local Limited Partnerships and capital
     contributions payable to Local Limited
     Partnerships for tax credit adjusters             $        108,131    $             --    $             --    $             --
                                                       ================    ================    ================    ================
    The Partnership decreased its prepaid
     acquisition fees and costs and accrued
     fees and expenses due to General Partner and
     affiliates                                        $             --    $             --    $         71,190    $             --
                                                       ================    ================    ================    ================

                                          See accompanying notes to financial statements

                                                                48
</TABLE>
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                          NOTES TO FINANCIAL STATEMENTS

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------

Organization
------------

WNC Housing Tax Credit Fund VI, L.P., Series 13, a California Limited
Partnership (the "Partnership"), was formed on February 7, 2005 under the laws
of the State of California, and commenced operations on December 14, 2005. The
Partnership was formed to invest primarily in other limited partnerships and
limited liability companies (the "Local Limited Partnerships") which owns
multi-family housing complexes ("Housing Complexes") that are eligible for
Federal low income housing tax credits ("Low Income Housing Tax Credits"). The
local general partners (the "Local General Partners") of each Local Limited
Partnership retain responsibility for maintaining, operating and managing the
Housing Complex. Each Local Limited Partnership is governed by its agreement of
limited partnership (the "Local Limited Partnership Agreement").

The general partner of the Partnership is WNC National Partners, LLC (the
"General Partner".) The general partner of the General Partner is WNC &
Associates, Inc. ("Associates"). The chairman and the president of Associates
owns all of the outstanding stock of Associates. The business of the Partnership
is conducted primarily through Associates, as the Partnership and General
Partner have no employees of their own.

The Partnership shall continue in full force and effect until December 31, 2070,
unless terminated prior to that date, pursuant to the partnership agreement or
law.

The financial statements include only activity relating to the business of the
Partnership and do not give effect to any assets that the partners may have
outside of their interests in the Partnership, or to any obligations, including
income taxes of the partners.

Pursuant to a registration statement filed with the U.S. Securities and Exchange
Commission (the "SEC") on April 18, 2005, the Partnership commenced a public
offering of 25,000 units of limited partnership interest ("Partnership Units")
at a price of $1,000 per Partnership Unit. The required minimum offering amount
of $1,400,000 was achieved by December 14, 2005. As of March 31, 2006,
subscriptions for 7,691 Partnership Units had been accepted by the Partnership.
As of March 31, 2007 total subscriptions for 20,981 Partnership Units had been
accepted, representing $20,965,400, which is net of volume discounts of $4,540
and dealer discounts of $11,060. Holders of Partnership Units are referred to
herein as "Limited Partners." The General Partner has a 0.1% interest in
operating profits and losses, taxable income and losses, in cash available for
distribution from the Partnership and tax credits. The Limited Partners will be
allocated the remaining 99.9% interest in proportion to their respective
investments. This offering was closed on September 21, 2006.

The proceeds from the disposition of any of the Housing Complexes will be used
first to pay debts and other obligations per the respective Local Limited
Partnership Agreement. Any remaining proceeds will then be paid to the partners
of the Local Limited Partnership, including the Partnership, in accordance with
the terms of the particular Local Limited Partnership Agreement. The sale of a
Housing Complex may be subject to other restrictions and obligations.
Accordingly, there can be no assurance that a Local Limited Partnership will be
able to sell its Housing Complex. Even if it does so, there can be no assurance
that any significant amounts of cash will be distributed to the Partnership.
Should such distributions occur, the Limited Partners will be entitled to
receive distributions from the proceeds remaining after payment of Partnership
obligations and funding reserves, equal to their capital contributions and their
return on investment (as defined in the Partnership Agreement). The General
Partner would then be entitled to receive proceeds equal to their capital
contributions from the remainder. Any additional sale or refinancing proceeds
will be distributed 90% to the Limited Partners (in proportion to their
respective investments) and 10% to the General Partner.

                                       49
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
-------------------------------------------------------------------------------

Risks and Uncertainties
-----------------------

An investment in the Partnership and the Partnership's investments in Local
Limited Partnerships and their Housing Complexes are subject to risks. These
risks may impact the tax benefits of an investment in the Partnership, and the
amount of proceeds available for distribution to the Limited Partners, if any,
on liquidation of the Partnership's investments. Some of those risks include the
following:

The Low Income Housing Tax Credits rules are extremely complicated.
Noncompliance with these rules results in the loss of future Low Income Housing
Tax Credits and the fractional recapture of Low Income Housing Tax Credits
already taken. In most cases the annual amount of Low Income Housing Tax Credits
that an individual can use is limited to the tax liability due on the person's
last $25,000 of taxable income. The Local Limited Partnerships may be unable to
sell the Housing Complexes at a price which would result in the Partnership
realizing cash distributions or proceeds from the transaction. Accordingly, the
Partnership may be unable to distribute any cash to its Limited Partners. Low
Income Housing Tax Credits may be the only benefit from an investment in the
Partnership.

The Partnership has invested in a limited number of Local Limited Partnerships.
Such limited diversity means that the results of operation of each single
Housing Complex will have a greater impact on the Partnership. With limited
diversity, poor performance of one Housing Complex could impair the
Partnership's ability to satisfy its investment objectives. Each Housing Complex
is subject to mortgage indebtedness. If a Local Limited Partnership failed to
pay its mortgage, it could lose its Housing Complex in foreclosure. If
foreclosure were to occur during the first 15 years (the "Compliance Period"),
the loss of any remaining future Low Income Housing Tax Credits, a fractional
recapture of prior Low Income Housing Tax Credits, and a loss of the
Partnership's investment in the Housing Complex would occur. The Partnership is
a limited partner or non-managing member of each Local Limited Partnership.
Accordingly, the Partnership will have very limited rights with respect to
management of the Local Limited Partnerships. The Partnership will rely totally
on the Local General Partners. Neither the Partnership's investments in Local
Limited Partnerships, nor the Local Limited Partnerships' investments in Housing
Complexes, are readily marketable. To the extent the Housing Complexes receive
government financing or operating subsidies, they may be subject to one or more
of the following risks: difficulties in obtaining tenants for the Housing
Complexes; difficulties in obtaining rent increases; limitations on cash
distributions; limitations on sales or refinancing of Housing Complexes;
limitations on transfers of interests in Local Limited Partnerships; limitations
on removal of Local General Partners; limitations on subsidy programs; and
possible changes in applicable regulations. Uninsured casualties could result in
loss of property and Low Income Housing Tax Credits and recapture of Low Income
Housing Tax Credits previously taken. The value of real estate is subject to
risks from fluctuating economic conditions, including employment rates,
inflation, tax, environmental, land use and zoning policies, supply and demand
of similar properties, and neighborhood conditions, among others.

The ability of Limited Partners to claim tax losses from the Partnership is
limited. The IRS may audit the Partnership or a Local Limited Partnership and
challenge the tax treatment of tax items. The amount of Low Income Housing Tax
Credits and tax losses allocable to the Limited Partners could be reduced if the
IRS were successful in such a challenge. The alternative minimum tax could
reduce tax benefits from an investment in the Partnership. Changes in tax laws
could also impact the tax benefits from an investment in the Partnership and/or
the value of the Housing Complexes.

No trading market for the Partnership Units exists or is expected to develop.
Limited Partners may be unable to sell their Partnership Units except at a
discount and should consider their Partnership Units to be a long-term
investment. Individual Limited Partners will have no recourse if they disagree
with actions authorized by a vote of the majority of Limited Partners.

                                       50
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
-------------------------------------------------------------------------------

The Partnership currently has insufficient working capital to fund its
operations. Associates has agreed to continue providing advances sufficient
enough to fund the operations and working capital requirements of the
Partnership through March 31, 2011.

Exit Strategy
-------------

The Compliance Period for a Housing Complex is generally 15 years following
construction or rehabilitation completion. Associates was one of the first in
the industry to offer syndicated investments in Low Income Housing Tax Credits.
The initial programs are completing their Compliance Periods.

With that in mind, as of March 31, 2009, the General Partner has not begun
reviewing the Housing Complexes for potential disposition, since none of the
Housing Complexes have satisfied the IRS compliance requirements. Once the
Housing Complexes have satisfied the IRS compliance requirements, the review
will take into many consideration many factors, including extended use
requirements (such as those due to mortgage restrictions or state compliance
agreements), the condition of the Housing Complexes, and the tax consequences to
the Limited Partners from the sale of the Housing Complexes.

Upon identifying those Housing Complexes with the highest potential for a
successful sale, refinancing or syndication, the Partnership expects to proceed
with efforts to liquidate them. The objective is to maximize the Limited
Partners' return wherever possible and, ultimately, to wind down the
Partnership. Local Limited Partnership interests may be disposed of any time by
the General Partner in its discretion.

Subsequent to March 31, 2009, on December 24, 2009 the Partnership identified
two Local Limited Partnerships, Fernwood Meadows, L.P. ("Fernwood") and Sierra's
Run, L.P. ("Sierra's Run") for disposition in order to generate sufficient
equity to complete the purchase of Davenport Housing VII, L.P. (See footnote 3
to the audited financial statements.) On February 12, 2010, Fernwood and
Sierra's Run were sold, subject to a condition subsequent that the Limited
Partners approve the sales by a majority in interest of the Limited Partners.
The approval of the Limited Partners will be sought as the transfers were to a
limited partnership that is affiliated with the Partnership. Fernwood and
Sierra's Run were sold for an aggregate purchase price of $2,829,427. The
Partnership's net investment balances in Fernwood and Sierra's Run were
$1,904,702 and $1,805,558, respectively, at the time of the sale. Accordingly,
the Partnership would recognize a loss on the sale of Local Limited Partnerships
in the amount of approximately $881,000 if the sales are approved by the Limited
Partners.

Fernwood and Sierra's Run will complete their 15-year compliance periods in
2022; therefore there is a risk of tax credit recapture. The maximum exposure of
recapture (excluding the interest and penalties related to the recapture) is
$177,508 and $170,246, respectively, for Fernwood and Sierra's Run, which
equates to $16.57 per Partnership Unit in the aggregate. Under the
circumstances, the General Partner believes there is a reasonable expectation
that each Local Limited Partnership will continue to be operated as qualified
low income housing for the balance of its compliance period, and, accordingly,
does not anticipate that there will be any recapture.

Method of Accounting For Investments in Local Limited Partnerships
------------------------------------------------------------------

The Partnership accounts for its investments in Local Limited Partnerships using
the equity method of accounting, whereby the Partnership adjusts its investment
balance for its share of the Local Limited Partnerships' results of operations
and for any contributions made and distributions received. The Partnership
reviews the carrying amount of an individual investment in a Local Limited
Partnership for possible impairment whenever events or changes in circumstances
indicate that the carrying amount of such investment may not be recoverable.
Recoverability of such investment is measured by the estimated value derived by
management, generally consisting of the sum of the remaining future Low Income
Housing Tax Credits estimated to be allocable to the Partnership and the
estimated residual value to the Partnership. If an investment is considered to
be impaired, the Partnership reduces the carrying value of its investment in any


                                       51
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
-------------------------------------------------------------------------------


such Local Limited Partnership. The accounting policies of the Local Limited
Partnerships, generally, are expected to be consistent with those of the
Partnership. Costs incurred by the Partnership in acquiring the investments are
capitalized as part of the investment account and are being amortized over 27.5
years. (See Notes 2 and 3)

"Equity in losses of Local Limited Partnerships" for each year ended March 31
have been recorded by the Partnership based on the twelve months of reported
results provided by the Local Limited Partnerships for each year ended December
31. Equity in losses from the Local Limited Partnerships allocated to the
Partnership is not recognized to the extent that the investment balance would be
adjusted below zero. If the Local Limited Partnerships report net income in
future years, the Partnership will resume applying the equity method only after
its share of such net income equals the share of net losses not recognized
during the period(s) the equity method was suspended.

The Partnership does not consolidate the accounts and activities of the Local
Limited Partnerships which are considered Variable Interest Entities under
Financial Accounting Standards Board ("FASB") Interpretation No. 46-Revised,
"Consolidation of Variable Interest Entities", because the Partnership is not
considered the primary beneficiary. The Partnership's balance in Investments in
Local Limited Partnerships, plus the risk of recapture of Low Income Housing Tax
Credits previously recognized on such investments, represents the maximum
exposure to loss in connection with such investments. The Partnership's exposure
to loss on the Local Limited Partnerships is mitigated by the condition and
financial performance of the underlying Housing Complexes as well as the
strength of the Local General Partners and their guarantees against Low Income
Housing Tax Credit recapture.

Distributions received from the Local General Partners are accounted for as a
reduction of the investment balance. Distributions received after the investment
has reached zero are recognized as distribution income. As of March 31, 2009, no
investment accounts in Local Limited Partnerships had reached zero.

Use of Estimates
----------------

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America 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 materially differ from those
estimates.

Cash and Cash Equivalents
-------------------------

The Partnership considers all highly liquid investments with original maturities
of three months or less when purchased to be cash equivalents. As of March 31,
2009, 2008, 2007 and 2006, the Partnership had cash equivalents of $1,484,626,
$3,664,000, $11,871,000 and $5,000,000, respectively.

Reporting Comprehensive Income
------------------------------

The STATEMENT OF FINANCIAL ACCOUNTING STANDARDS ("SFAS") NO. 130, REPORTING
COMPREHENSIVE INCOME established standards for the reporting and display of
comprehensive income (loss) and its components in a full set of general-purpose
financial statements. The Partnership had no items of other comprehensive income
for all periods presented, as defined by SFAS No. 130.

Net Loss Per Partnership Unit
-----------------------------

Net loss per Partnership Unit is calculated pursuant to STATEMENT OF FINANCIAL
ACCOUNTING STANDARDS NO. 128, EARNINGS PER SHARE. Net loss per Partnership Unit
includes no dilution and is computed by dividing loss allocated to Limited


                                       52
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
-------------------------------------------------------------------------------

Partners by the weighted average Partnership Units outstanding during the
period. Calculation of diluted net loss per Partnership Unit is not required.

Concentration of Credit Risk
----------------------------

At March 31, 2009, 2008, 2007 and 2006, the Partnership maintained cash and cash
equivalent balances at certain financial institutions in excess of the federally
insured maximum. The Partnership believes it is not exposed to any significant
financial risk on cash.

Income Taxes
------------

No provision for income taxes has been recorded in the financial statements as
any liabilities and or benefits from income taxes flow to the partners of the
Partnership and are their obligations and/or benefits. For income tax purposes,
the Partnership reports on a calendar year basis.

In June 2006, the Financial Accounting Standards Board ("FASB") issued
Interpretation No. 48 "Accounting for Uncertainty in Income Taxes" (FIN 48), an
interpretation of FASB Statement No. 109. FIN 48 provides guidance for how
uncertain tax positions should be recognized, measured, presented and disclosed
in the financial statements. FIN 48 requires the evaluation of tax positions
taken or expected to be taken in the course of preparing the Partnership's tax
returns to determine whether the tax positions are more-likely-than-not of being
sustained upon examination by the applicable tax authority, based on the
technical merits of the tax position, and then recognizing the tax benefit that
is more-likely-than-not to be realized. Tax positions not deemed to meet the
more-likely-than-not threshold would be recorded as a tax expense in the current
reporting period. As required, the Partnership adopted FIN 48 effective April 1,
2007 and concluded that the effect is not material to its financial statements.
Accordingly, no cumulative effect adjustment related to the adoption of FIN 48
was recorded.

Revenue Recognition
-------------------

The Partnership is entitled to receive reporting fees from the Local Limited
Partnerships. The intent of the reporting fees is to offset (in part)
administrative costs incurred by the Partnership in corresponding with the Local
Limited Partnerships. Due to the uncertainty of the collection of these fees,
the Partnership recognizes reporting fees as collections are made.

Amortization
------------

Acquisition fees and costs included in investments in Local Limited Partnerships
are being amortized over 27.5 years using the straight-line method. Amortization
expense for the years ended March 31, 2009, 2008 and 2007 was $68,700, $57,368
and $21,867, respectively, and there was no amortization expense for the period
ended March 31, 2006. Future estimated amortization expense for the years
through March 31, 2014 is $68,700.

Impairment
----------

A loss in value of an investment in a Local Limited Partnership other than a
temporary decline is recorded as an impairment loss. Impairment is measured by
comparing the Partnership's carrying amount in the investment to the sum of the
total amount of the remaining future Low Income Housing Tax Credits estimated to
be allocated to the Partnership and the estimated residual value to the
Partnership. For the years ended March 31, 2009, 2008 and 2007, impairment loss
related to investments in Local Limited Partnerships was $80,344, $0 and $0,
respectively. For the period ending March 31, 2006, there was no impairment
loss. The Partnership also evaluates its intangibles for impairment in
connection with its investments in Local Limited Partnerships. Impairment on the
intangibles is measured by comparing the investments carrying amount after


                                       53
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
-------------------------------------------------------------------------------


impairment and the related intangible assets to the sum of the total of the
remaining Low Income Housing Tax Credits allocated to the Partnership and the
estimated residual value of all investments. During each of the years ended
March 31, 2009, 2008 and 2007, and during the period ending March 31, 2006,
there was no impairment loss recorded on the related intangibles.

Syndication Costs
-----------------

Costs paid in connection with the offering of the Partnership Units are charged
against the Limited Partner's equity as incurred.

Offering Expenses
-----------------

Nonaccountable organization and offering expense reimbursements are included as
syndication costs and charged against the Limited Partners equity, except for
$75,000 which was charged to operations during the year ended March 31, 2006.
The sales commission that was paid to third-party broker dealers for the selling
of Partnership Units were also included as syndication costs and charged against
the Limited Partners' equity.

Impact of New Accounting Pronouncements
---------------------------------------

In September 2006, the FASB issued SFAS No. 157 ("SFAS 157"), Fair Value
Measurements, which provides enhanced guidance for using fair value to measure
assets and liabilities. SFAS 157 also requires expanded information about the
extent to which the Partnership measures assets and liabilities at fair value,
the information used to measure fair value, and the effect of fair value
measurements on earnings. The standard applies whenever other standards require
(or permit) assets or liabilities to be measured at fair value. The standard
does not expand the use of fair value in any new circumstances. In 2008, the
FASB issued FASB Staff Position 157-2 ("FAS FSP 157-2"), Effective Date of FASB
Statement No. 157, which delays the effective date of SFAS 157 for nonfinancial
assets and nonfinancial liabilities, except for items that are recognized or
disclosed at fair value in the financial statements on a recurring basis (at
least annually), to fiscal years beginning after November 15, 2008, and interim
periods within those fiscal years. The Partnership does not anticipate either of
these pronouncements will have a material impact on the Partnership's financial
statements.

In February 2007, the FASB issued SFAS No. 159 ("SFAS 159"), The Fair Value
Option for Financial Assets and Financial Liabilities - Including an amendment
of FASB Statement No. 115. SFAS 159 permits the choice of measuring financial
instruments and certain other items at fair value. SFAS 159 is effective for
financial statements issued for fiscal years beginning after November 15, 2007.
The Partnership does not anticipate that this pronouncement will have a material
impact on the Partnership's financial statements.

In December 2007, the FASB issued Statement of Financial Accounting Standards
("SFAS") No. 141(R) ("SFAS 141R"), which amends SFAS No. 141, and provides
revised guidance for recognizing and measuring identifiable assets and goodwill
acquired, liabilities assumed, and any noncontrolling interest in the acquiree.
SFAS 141R is effective for fiscal years beginning after December 15, 2008 and is
to be applied prospectively. SFAS 141R also requires changes to the accounting
for transaction costs, certain contingent assets and liabilities, and other
balances in a business combination. In addition, in partial acquisitions, when
control is obtained, the acquiring company must measure and record all of the
target's assets and liabilities, including goodwill, at fair value as if the
entire target company had been acquired. It also provides disclosure
requirements to enable users of the financial statements to evaluate the nature
and financial effects of the business combination. The Partnership is currently
evaluating the impacts and disclosures of this pronouncement, but would not
expect SFAS 141R to have a material impact on the Partnership's financial
statements.

                                       54
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
-------------------------------------------------------------------------------

On December 4, 2007, the FASB issued SFAS No. 160 ("SFAS 160"), Noncontrolling
Interests in Consolidated Financial Statements, an amendment of ARB No. 51. SFAS
160 replaces the concept of minority interest with noncontrolling interests in
subsidiaries. Noncontrolling interests will now be reported as a component of
equity in the consolidated statement of financial position. Earnings
attributable to noncontrolling interests will continue to be reported as part of
consolidated earnings; however, SFAS 160 requires that income attributable to
both controlling and noncontrolling interests be presented separately on the
face of the consolidated income statement. In addition, SFAS 160 provides that
when losses attributable to noncontrolling interests exceed the noncontrolling
interest's basis, losses continue to be attributed to the noncontrolling
interest as opposed to being absorbed by the consolidating entity. SFAS 160
required retroactive adoption of the presentation and disclosure requirements
for existing minority interests. All other requirements of SFAS 160 shall be
applied prospectively. SAS 160 is effective for the first annual reporting
period beginning on or after December 15, 2008. The Partnership does not expect
SFAS 160 to have a material impact on the Partnership's financial statements.

In November 2008 the FASB ratified EITF No. 08-6, Equity Method Investment
Accounting Considerations, which clarifies the accounting for how to account for
certain transactions and impairment considerations involving equity method
investments. This Issue shall be effective in fiscal years beginning on or after
December 15, 2008, and interim periods within those fiscal years. This Issue
shall be applied prospectively. Earlier application by an entity that has
previously adopted an alternative accounting policy is not permitted. The
transition disclosures in paragraphs 17 and 18 of Statement 154 shall be
provided, if applicable. The Partnership does not expect this pronouncement to
have a material impact on the Partnership's financial statements.

In December 2008, the FASB issue FASB No. FAS 140-4 and FIN46(R)-8 (the "FSP"),
Disclosures by Public Entities (Enterprises) about Transfers of Financial Assets
and Interests in Variable Interest Entities. It amends SFAS 140 to require
public entities to provide additional disclosures about transferors' continuing
involvements with transferred financial assets. The FSP is effective for public
companies in their first reporting period (interim or annual) that ends after
December 15, 2008. The FSP also amends FIN46R to require public enterprises,
including sponsors that have a variable interest in a variable interest entity,
to provide additional disclosures about their involvement with variable interest
entities. The FSP also requires disclosures by a public enterprise that is (a) a
sponsor of a qualifying special-purpose entity (SPE) that holds a variable
interest in the qualifying SPE but was not the transferor of financial assets to
the qualifying SPE and (b) a servicer of a qualifying SPE that holds a
significant variable interest in the qualifying SPE but was not the transferor
of financial assets to the qualifying SPE. The Partnership does not expect the
FSP to have a material impact on the Partnership's financial statements.

In April 2009, the FASB issued FSP 107-1 and APB 28-1 "Interim Disclosures about
Fair Value of Financial Instruments." The FSP requires disclosure about the
method and significant assumptions used to establish the fair value of financial
instruments for interim reporting periods as well as annual statements. The FSP
is effective for the Partnership as of June 30, 2009 and the Partnership does
not expect the FSP will impact the Partnership's financial condition or results
of operations.

In May 2009, the FASB issued guidance regarding subsequent events, which was
subsequently updated in February 2010. This guidance established general
standards of accounting for and disclosure of events that occur after the
balance sheet date but before financial statements are issued or are available
to be issued. In particular, this guidance sets forth the period after the
balance sheet date during which management of a reporting entity should evaluate
events or transactions that may occur for potential recognition or disclosure in
the financial statements, the circumstances under which an entity should
recognize events or transactions occurring after the balance sheet date in its
financial statements, and the disclosures that an entity should make about
events or transactions that occurred after the balance sheet date. This guidance
is effective for financial statements issued for fiscal years and interim
periods ending after June 15, 2009, and will therefore be adopted by the
Partnership for the quarter ended June 30, 2009. The adoption is not expected to


                                       55
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
-------------------------------------------------------------------------------


have a significant impact on the subsequent events that the Partnership reports,
either through recognition or disclosure, in the financial statements. In
February 2010, the FASB amended its guidance on subsequent events to remove the
requirement to disclose the date through which an entity has evaluated
subsequent events, alleviating conflicts with current SEC guidance. This
amendment was effective immediately and therefore the Partnership did not
include the disclosure in this Form 10-K.

In June 2009, the FASB issued the Accounting Standards Codification
(Codification). Effective July 1, 2009, the Codification is the single source of
authoritative accounting principles recognized by the FASB to be applied by
non-governmental entities in the preparation of financial statements in
conformity with U.S. generally accepted accounting principles (GAAP). The
Codification is intended to reorganize, rather than change, existing GAAP. The
Codification is effective for financial statements issued for interim and annual
periods ending after September 15, 2009. As such, all references to currently
existing GAAP will be removed and will be replaced with plain English
explanations of the Partnership's accounting policies beginning with financial
statements for the interim period ended September 30, 2009. The adoption of the
Codification is not expected to have a material impact on the Partnership's
financial position or results of operations.

In June 2009, the FASB issued an amendment to the accounting and disclosure
requirements for the consolidation of VIEs. The amended guidance modifies the
consolidation model to one based on control and economics, and replaces the
current quantitative primary beneficiary analysis with a qualitative analysis.
The primary beneficiary of a VIE will be the entity that has (1) the power to
direct the activities of the VIE that most significantly impact the VIE's
economic performance and (2) the obligation to absorb losses or receive benefits
that could potentially be significant to the VIE. If multiple unrelated parties
share such power, as defined, no party will be required to consolidate the VIE.
Further, the amended guidance requires continual reconsideration of the primary
beneficiary of a VIE and adds an additional reconsideration event for
determination of whether an entity is a VIE. Additionally, the amendment
requires enhanced and expanded disclosures around VIEs. This amendment is
effective for fiscal years beginning after November 15, 2009. The adoption of
this guidance on April 1, 2010 is not expected to have a material effect on the
Partnership's financial statements.

NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS
--------------------------------------------------

As of the March 31, 2009, 2008, 2007 and 2006 the Partnership has acquired
limited partnership interests in 10, 10, 6 and 0, Local Limited Partnerships
each of which owns one Housing Complex consisting of an aggregate of 647, 647,
554 and 0 apartment units, respectively. The respective Local General Partners
of the Local Limited Partnerships manage the day-to-day operations of the
entities. Significant Local Limited Partnership business decisions require
approval from the Partnership. The Partnership, as a limited partner, is
entitled to 99.98%, as specified in the Local Limited Partnership agreements, of
the operating profits and losses, taxable income and losses and Low Income
Housing Tax Credits of the Local Limited Partnerships.

The Partnership's investments in Local Limited Partnerships as shown in the
balance sheets at March 31, 2009, 2008 and 2007 is approximately $1,893,000,
$6,536,000 and $3,447,000 greater than the Partnership's equity at the preceding
December 31 as shown in the Local Limited Partnerships' combined financial
statements presented below. This difference is primarily due to acquisition,
selection and other costs related to the acquisition of the investments which
have been capitalized in the Partnership's investment account and capital
contributions payable to the Local Limited Partnerships which were netted
against partner capital in the Local Limited Partnerships financial statements.

                                       56
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS, CONTINUED
-------------------------------------------------------------

A loss in value of an investment in a Local Limited Partnership other than a
temporary decline is recorded as an impairment loss. Impairment is measured by
comparing the Partnership's carrying amount in the investment to the sum of the
total amount of the remaining future Low Income Housing Tax Credits estimated to
be allocated to the Partnership and the estimated residual value to the
Partnership. Due to current economic conditions, all Local Limited Partnerships
were deemed to have no residual value. For the years ended March 31, 2009, 2008
and 2007, impairment loss related to investments in Local Limited Partnerships
was $80,344, $0 and $0, respectively. For the period ending March 31, 2006,
there was no impairment loss. The Partnership also evaluates its intangibles for
impairment in connection with its investments in Local Limited Partnerships.
Impairment on the intangibles is measured by comparing the investments carrying
amount after impairment and the related intangible assets to the sum of the
total of the remaining Low Income Housing Tax Credits allocated to the
Partnership and the estimated residual value of all investments. During each of
the years ended March 31, 2009, 2008 and 2007, and during the period ending
March 31, 2006, there was no impairment loss recorded on the related
intangibles.

The following is a summary of the equity method activity of the investments in
Local Limited Partnerships for the periods presented:

<TABLE>
                                                                      FOR THE YEARS ENDED MARCH 31,
                                                            --------------------------------------------------
                                                                 2009              2008               2007
                                                            ------------       ------------       ------------
<S>                                                         <C>                <C>                <C>
Investments per balance sheet, beginning of period          $ 15,943,480       $  8,726,771       $         --
Investments purchased and paid                                        --          5,970,905          4,651,355
Additions to capital contributions payable                            --          2,252,595          3,641,780
Distributions received from Local Limited Partnerships            (1,000)                --                 --
Equity in losses of Local Limited Partnerships                (2,443,000)        (1,859,713)          (453,675)
Tax credit adjustments                                          (108,131)               139                 --
Impairment loss                                                  (80,344)                --                 --
Syndication costs                                                     --                 --            (70,000)
Capitalized acquisition cost and fees                                 --            910,151            978,139
Capitalized warehouse interest and costs                              --                 --              1,039
Amortization of acquisition fees and costs                       (68,664)           (57,332)           (21,835)
Amortization of warehouse interest and costs                         (36)               (36)               (32)
                                                            ------------       ------------       ------------

Investments per balance sheet, end of period                $ 13,242,305       $ 15,943,480       $  8,726,771
                                                            ============       ============       ============

                                                                              FOR THE YEARS
                                                                             ENDED MARCH 31,
                                                            -------------------------------------------------
                                                                2009               2008               2007
                                                            -----------        -----------        -----------

Investments in Local Limited Partnerships, net              $11,500,911        $14,133,386        $ 7,769,460
Acquisition fees and costs, net of accumulated
    amortization of $147,831, $79,167 and $21,835             1,740,459          1,809,123            956,304
Warehouse interest and costs, net of accumulated
   amortization of $104, $68 and $32                                935                971              1,007
                                                            -----------        -----------        -----------
Investments per balance sheet, end of period                $13,242,305        $15,943,480        $ 8,726,771
                                                            ===========        ===========        ===========


                                       57
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS, CONTINUED
-------------------------------------------------------------

The financial information from the individual financial statements of the Local
Limited Partnerships include rental and interest subsidies. Rental subsidies are
included in total revenues and interest subsidies are generally netted against
interest expense. Approximate combined condensed financial information from the
individual financial statements of the Local Limited Partnerships as of December
31 and for the years then ended is as follows:

                        COMBINED CONDENSED BALANCE SHEETS

                                                               2008                2007              2006
                                                            -----------        -----------        -----------
ASSETS

BUILDINGS AND IMPROVEMENTS, NET OF ACCUMULATED
   DEPRECIATION OF $5,943,000, $4,102,000 AND
   $3,199,000                                               $42,344,000        $40,179,000        $22,105,000
CONSTRUCTION IN PROGRESS                                      4,529,000          4,912,000          4,555,000
LAND                                                          2,370,000          2,413,000          1,607,000
OTHER ASSETS                                                  1,882,000          2,440,000          7,538,000
                                                            -----------        -----------        -----------
     TOTAL ASSETS                                           $51,125,000        $49,944,000        $35,805,000
                                                            ===========        ===========        ===========

LIABILITIES

MORTGAGE AND CONSTRUCTION LOANS PAYABLE                     $21,573,000        $20,006,000        $15,301,000
DUE TO RELATED PARTIES                                        8,136,000         10,910,000          7,618,000
OTHER LIABILITIES                                             2,059,000          1,929,000            527,000
                                                            -----------        -----------        -----------
      TOTAL LIABILITIES                                      31,768,000         32,845,000         23,446,000
                                                            -----------        -----------        -----------

PARTNERS' EQUITY

WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13              11,349,000          9,407,000          5,280,000
OTHER PARTNERS                                                8,008,000          7,692,000          7,079,000
                                                            -----------        -----------        -----------
          TOTAL PARTNERS' EQUITY                             19,357,000         17,099,000         12,359,000
                                                            -----------        -----------        -----------
              TOTAL LIABILITIES AND PARTNERS' EQUITY        $51,125,000        $49,944,000        $35,805,000
                                                            ===========        ===========        ===========


                                       58
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS, CONTINUED
-------------------------------------------------------------

                   COMBINED CONDENSED STATEMENTS OF OPERATIONS

                                                 2008                2007                2006
                                             -----------         -----------         -----------

REVENUES                                     $ 4,516,000         $ 3,426,000         $ 3,297,000
                                             -----------         -----------         -----------

EXPENSES:
  OPERATING EXPENSES                           3,847,000           2,926,000           3,002,000
  INTEREST EXPENSE                             1,219,000           1,446,000             973,000
  DEPRECIATION AND AMORTIZATION                1,894,000             914,000             740,000
                                             -----------         -----------         -----------

   TOTAL EXPENSES                              6,960,000           5,286,000           4,715,000
                                             -----------         -----------         -----------

NET LOSS                                     $(2,444,000)        $(1,860,000)        $(1,418,000)
                                             ===========         ===========         ===========

NET LOSS ALLOCABLE TO THE PARTNERSHIP        $(2,443,000)        $(1,860,000)        $  (527,000)
                                             ===========         ===========         ===========


NET LOSS RECORDED BY THE PARTNERSHIP         $(2,443,000)        $(1,860,000)        $  (454,000)
                                             ===========         ===========         ===========
</TABLE>

Certain Local Limited Partnerships have incurred operating losses and/or have
working capital deficiencies. In the event these Local Limited Partnerships
continue to incur significant operating losses, additional capital contributions
by the Partnership and/or the Local General Partner may be required to sustain
the operations of such Local Limited Partnerships. If additional capital
contributions are not made when they are required, the Partnership's investment
in certain Local Limited Partnerships could be impaired, and the loss and
recapture of the related Low Income Housing Tax Credits could occur.

Troubled Housing Complex
------------------------

One Local Limited Partnership, Davenport Housing VII, L.P., ("Davenport")
started construction in October 2006 and was scheduled to be completed in June
2008. Construction was delayed due to the original Local General Partner
defaulting on his construction guarantee and resulting disputed mechanic liens
on the property. In November 2008, the original Local General Partner was
replaced with a new Local General Partner, Shelter Resource Corporation due to
restrictions implemented by the Iowa Finance Authority ("IFA"). Subsequently,
with IFA's approval, the defaulting original Local General Partner was removed
from the Partnership leaving Shelter Resource Corporation as the sole Local
General Partner.

As of March 31, 2009 construction of the property was 75% complete and a
certificate of occupancy was granted for both buildings in December 2009. The
Partnership engaged all sub-contractors to sign new construction contracts,
along with lien releases for any and all work done after their engagement.
Subsequent to March 31, 2009, the Partnership has voluntarily advanced $846,175
to Davenport for construction related costs.

It is anticipated that Davenport will be fully completed by March 31, 2010 and
achieve stabilized operations by May 31, 2010. Davenport has been awarded state
historical tax credits from the State of Iowa, federal historical credits and
federal Low Income Housing Tax Credits. The State historical credits are given
in the form of a refund check from the State in conjunction with the State tax
return filing. The net amount of the check after applicable federal taxes will
be contributed back to the property to help fund construction shortfalls.
Davenport was also allocated additional federal Low Income Housing Tax Credits
as well as federal historical tax credits. Upon the Limited Partners' approval
of the disposition of Sierra's Run and Fernwood, the Partnership will purchase
the additional credits. See the exit strategy in footnote 1 regarding the
disposition of Sierra's Run and Fernwood.

                                       59
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 3 - RELATED PARTY TRANSACTIONS
-----------------------------------

Under the terms of the Partnership Agreement, the Partnership has paid or is
obligated to the General Partner or its affiliates for the following items:

         Acquisition fees of 7% of the gross proceeds from the sale of
         Partnership Units as compensation for services rendered in connection
         with the acquisition of Local Limited Partnerships. As of March 31,
         2009, 2008, 2007 and 2006, the Partnership had incurred cumulative
         acquisition fees of $1,468,670, $1,468,670, $1,468,670 and $538,370,
         respectively. As of March 31, 2009, 2008, 2007 and 2006, $0, $0,
         $707,895 and $538,370, respectively, were included in prepaid
         acquisition fees and costs and $1,468,670, $1,468,670, $760,775 and $0,
         respectively, were included in investments in Local Limited
         Partnerships. Accumulated amortization of these capitalized costs was
         $114,985, $61,577, $16,984 and $0, as of March 31, 2009, 2008, 2007 and
         2006, respectively.

         A non-accountable acquisition costs of 2% of the gross proceeds from
         the sale of Partnership Units as an expense reimbursement in connection
         with the acquisition of Local Limited Partnerships. As of March 31,
         2009, 2008, 2007 and 2006, the Partnership incurred cumulative
         acquisition costs of $419,620, $419,620, $419,620 and $153,820,
         respectively. As of March 31, 2009, 2008, 2007 and 2006, $0, $0,
         $202,256 and $153,820, respectively, were included in prepaid
         acquisition fees and costs and $419,620, $419,620, $217,364 and $0,
         respectively, were included in investments in Local Limited
         Partnerships. Accumulated amortization of these capitalized costs was
         $32,846, $17,590, $4,851 and $0, as of March 31, 2009, 2008, 2007 and
         2006, respectively.

         A selling commission of 7% of the net proceeds from the sale of the
         Partnership Units which was paid to WNC Capital Corp., an affiliate of
         the General Partner. WNC Capital Corp. then paid the commissions to
         non-affiliated broker dealers for the sale of the Partnership Units. As
         of March 31, 2009, 2008, 2007 and 2006, the Partnership had incurred
         cumulative selling commissions of $1,453,084, $1,453,084, $1,428,962
         and $505,070, respectively. As of March 31, 2009, 2008, 2007 and 2006,
         $0, $0, $1,400 and $0 of commissions were due to the General Partner or
         an affiliate.

         A non-accountable organization and offering and underwriting expense
         reimbursement, collectively equal to 4% of the gross proceeds from the
         sale of the Partnership Units and a dealer manager fee equal to 2% of
         the gross proceeds from the sale of the Partnership Units, and
         reimbursement for retail selling commissions advanced by the General
         Partner or affiliates on behalf of the Partnership. As of March 31,
         2009, 2008, 2007 and 2006, the Partnership incurred cumulative
         non-accountable organization and offering and underwriting expense
         reimbursement costs collectively totaling $839,240, $839,240, $839,240
         and $307,640, respectively and dealer manager fees totaling $419,620,
         $419,620, $419,620 and $153,820, respectively. All other organizational
         and offering expenses, inclusive of the non-accountable organization
         and offering and underwriting expense reimbursement, and dealer manager
         fees, are not to exceed 13% of the gross proceeds from the sale of the
         Partnership Units.

         Annual Asset Management Fee. An annual asset management fee accrues in
         an amount equal to 0.5% of the Invested Assets of the Partnership.
         "Invested Assets" is defined as the sum of the Partnership's Investment
         in Local Limited Partnerships, plus the reserves of the Partnership of
         up to 5% of gross Partnership Unit sales proceeds, and the
         Partnership's allocable share of the amount of the mortgage loans and
         other debts related to the Housing Complexes owned by such Local
         Limited Partnerships. Management fees of $178,693, $157,777 and $79,518
         were incurred during the years ended March 31, 2009, 2008 and 2007,
         respectively, and $0 was incurred for the period ended March 31, 2006;
         of which $18,000, $129,436, $10,000 and $0, were paid during the years
         ended March 31, 2009, 2008 and 2007 and for the period ended March 31,
         2006, respectively.

                                       60
<PAGE>
                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 3 - RELATED PARTY TRANSACTIONS, CONTINUED
----------------------------------------------

         The Partnership will reimburse the General Partner or its affiliates
         for operating expenses incurred on behalf of the Partnership and paid
         for by the General Partner or its affiliates on behalf of the
         Partnership. Operating expense reimbursements were $19,886, $28,306,
         $27,490 and $0 during the years ended March 31, 2009, 2008 and 2007,
         and during the period ended March 31, 2006, respectively.

         A subordinated disposition fee will be paid in an amount equal to 1% of
         the sales price of real estate sold. Payment of this fee is
         subordinated to the Limited Partners receiving a return on investment
         (as defined in the Partnership Agreement) and is payable only if the
         General Partner or its affiliates render services in the sales effort.
         No disposition fees have been incurred for the years ended March 31,
         2009, 2008 and 2007 and the period ended March 31, 2006.

The accrued fees and expenses due to General Partner and affiliates consist of
the following at:

<TABLE>
                                                                           MARCH 31,
                                                        --------------------------------------------------
                                                          2009          2008          2007          2006
                                                        --------      --------      --------      --------
<S>                                                     <C>           <C>           <C>           <C>
         Asset management fee payable                   $258,552      $ 97,859      $ 69,518      $     --
         Acquisition fees payable                             --            --            --        55,370
         Acquisition expenses payable                         --            --            --        15,820
         Organizational and offering costs
            payable                                           --            --         1,400        47,460
         Reimbursements for expenses paid
            by the General Partner or an affiliate        32,987        14,037        12,770         1,565
                                                        --------      --------      --------      --------

                                                        $291,539      $111,896      $ 83,688      $120,215
                                                        ========      ========      ========      ========
</TABLE>

The Partnership currently has insufficient working capital to fund its
operations. Associates has agreed to continue providing advances sufficient
enough to fund the operations and working capital requirements of the
Partnership through March 31, 2011.

NOTE 4- PAYABLES TO LOCAL LIMITED PARTNERSHIPS
----------------------------------------------

Payables to Local Limited Partnerships represent amounts which are due at
various times based on conditions specified in the Local Limited Partnership
agreements. These contributions are payable in installments and are generally
due upon the Local Limited Partnerships achieving certain operating and
development benchmarks (generally within two years of the Partnership's initial
investment). The payables to Local Limited Partnerships are subject to
adjustment in certain circumstances. During the years ended March 31, 2009, 2008
and 2007, and for the period ending March 31, 2006, payables to Local Limited
Partnerships were increased (reduced) for tax credit adjusters in the amounts of
$(108,131), $139, $0 and $0, respectively.

                                       61
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 5 - QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
----------------------------------------------------

The following is a summary of the quarterly operations for each of the four
quarters ended March 31, 2009, 2008, 2007 and 2006:

<TABLE>
                                             JUNE 30           SEPTEMBER 30       DECEMBER 31           MARCH 31
                                           ------------        ------------       ------------        ------------
               2009
               ----
<S>                                        <C>                 <C>                 <C>                 <C>
Income                                     $   2,000           $   6,000           $      --           $      --

Operating expenses                          (148,000)            (74,000)            (73,000)            (94,000)

Loss from operations                        (146,000)            (68,000)            (73,000)            (94,000)

Equity in losses of Local Limited
     Partnerships                           (611,000)           (611,000)           (611,000)           (610,000)

Interest income                                3,000               8,000               1,000                  --

Net loss                                    (754,000)           (671,000)           (683,000)           (704,000)

Net loss available to Limited
     Partners                               (754,000)           (671,000)           (682,000)           (703,000)

Net loss per Partnership Unit                    (36)                (32)                (33)                (34)


                                       62
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 5 - QUARTERLY RESULTS OF OPERATIONS (UNAUDITED), CONTINUED
---------------------------------------------------------------



               2008                         JUNE 30          SEPTEMBER 30        DECEMBER 31          MARCH 31
               ----                     ---------------     ---------------    ---------------     ---------------

Income                                     $      --           $      --           $      --           $      --

Operating expenses                           (47,000)            (68,000)            (68,000)            (71,000)

Loss from operations                         (47,000)            (68,000)            (68,000)            (71,000)

Equity in losses of Local Limited
     Partnerships                           (454,000)           (460,000)           (473,000)           (473,000)

Interest income                              119,000              97,000              64,000              24,000

Net loss                                    (382,000)           (431,000)           (477,000)           (520,000)

Net loss available to Limited
     Partners                               (382,000)           (430,000)           (477,000)           (520,000)

Net loss per Partnership Unit                    (18)                (20)                (23)                (25)


               2007                        JUNE 30           SEPTEMBER 30        DECEMBER 31           MARCH 31
               ----                     ---------------     ---------------    ---------------     ---------------

Income                                     $      --           $      --           $      --           $      --

Operating expenses                            (6,000)            (43,000)            (54,000)            (45,000)

Loss from operations                          (6,000)            (43,000)            (54,000)            (45,000)

Equity in losses of Local Limited
     Partnerships                            (15,000)            (96,000)           (258,000)            (85,000)

Interest income                               58,000              98,000             126,000             120,000

Net income (loss)                             37,000             (41,000)           (186,000)            (10,000)

Net income (loss) available to
     Limited Partners                         37,000             (41,000)           (186,000)             (9,000)

Net income (loss) per weighted
     average Partnership Unit                      5                  (3)                (11)                 (1)


                                       63
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 5 - QUARTERLY RESULTS OF OPERATIONS (UNAUDITED), CONTINUED
---------------------------------------------------------------

               2006                        JUNE 30           SEPTEMBER 30        DECEMBER 31          MARCH 31
                                        ---------------     ---------------    ---------------     ---------------

Income                                  $           --      $           --     $          --       $        2,000

Operating expenses                                  --                  --           (35,000)             (41,000)

Equity in losses of Local Limited
     Partnerships                                   --                  --                --                   --

Net loss                                            --                  --           (35,000)             (39,000)

Net Loss available to Limited
     Partners                                       --                  --           (35,000)             (39,000)

Net Loss per weighted average
     Partnership Unit                               --                  --               (12)                  (9)
</TABLE>


NOTE 6 -DUE FROM DEALERS AND INVESTORS
--------------------------------------

Limited partners who subscribed for twenty or more Partnership Units could elect
to pay 50% of the purchase price in cash upon subscription and the remaining 50%
by the delivery of a promissory note payable, together with interest at a rate
equal to the three month treasury bill rate as of the date of execution of the
promissory note, and due no later than nine months after the subscription date.
As of March 31, 2007 and 2006, the Partnership had received subscriptions for
20,981 and 7,691 Partnership Units, respectively, which included amounts due
from dealers totaling $0 and $816,000, respectively, and promissory notes from
investors of $142,085 and $117,500, respectively. The Partnership concluded
selling Partnership Units as of March 31, 2007. During the year ended March 31,
2008, the promissory notes from investors were paid to the Partnership in full.

NOTE 7 - DUE TO INVESTORS
-------------------------

As of March 31, 2006, the Partnership was overpaid subscriptions by the amount
of $27,500. This is reflected as due to investors on the balance sheets. These
overpayments were refunded to the investors during the year ended March 31,
2007.

NOTE 8 -ADVANCES TO LOCAL LIMITED PARTNERSHIPS
----------------------------------------------

During the years ended March 31, 2009, 2008 and 2007, the Partnership
voluntarily advanced $22,311, $0 and $0, respectively, to one Local Limited
Partnership in which the Partnership is a limited partner. The Local Limited
Partnership has been experiencing construction issues. The Partnership
determined the recoverability of these advances to be improbable and,
accordingly, a reserve had been recorded. The Partnership did not have any
investments in Local Limited Partnerships at March 31, 2006, and therefore no
advances had been made as of that date.

                                       64
<PAGE>

                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

               FOR THE YEARS ENDED MARCH 31, 2009, 2008, 2007 AND
          FOR THE PERIOD DECEMBER 14, 2005 (DATE OPERATIONS COMMENCED)
                             THROUGH MARCH 31, 2006


NOTE 9 - SUBSEQUENT EVENT
-------------------------

Subsequent to March 31, 2009, the Partnership advanced $846,175 to one Local
Limited Partnership, Davenport has been experiencing construction issues. All
advances were reserved in full in the period they were advanced. See troubled
Housing Complexes in footnote 2 regarding the operational issues of Davenport.

Subsequent to March 31, 2009, on December 24, 2009 the Partnership identified
two Local Limited Partnerships, Fernwood and Sierra's Run, for disposition in
order to generate sufficient equity to complete the purchase of Davenport
(See troubled Housing Complexes in footnote 3). On February 12, 2010,
Fernwood and Sierra's Run were sold, subject to a condition subsequent
that the Limited Partners approve the sales by a majority in interest of the
Limited Partners. See the exit strategy in footnote 1 for additional information
regarding the disposition of these two Local Limited Partnerships.










                                       65
<PAGE>

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

NONE

ITEM 9A. CONTROLS AND PROCEDURES

(a)      Disclosure controls and procedures
         ----------------------------------

         As of the end of the periods covered by this report, the Partnership's
         General Partner, under the supervision and with the participation of
         the Chief Executive Officer and Chief Financial Officer of Associates,
         carried out an evaluation of the effectiveness of the Partnership's
         "disclosure controls and procedures" as defined in Securities Exchange
         Act of 1934 Rule 13a-15 and 15d-15. Based on that evaluation, the Chief
         Executive Officer and Chief Financial Officer have concluded that, as
         of the end of the periods covered by this report, the Partnership's
         disclosure controls and procedures were not effective to ensure that
         material information required to be disclosed in the Partnership's
         periodic report filings with SEC is recorded, processed, summarized and
         reported within the time period specified by the SEC's rules and forms,
         consistent with the definition of "disclosure controls and procedures"
         under the Securities Exchange Act of 1934.

         The Partnership must rely on the Local Limited Partnerships to provide
         the Partnership with certain information necessary to the timely filing
         of the Partnership's periodic reports. Factors in the accounting at the
         Local Limited Partnerships have caused delays in the provision of such
         information during past reporting periods, and resulted in the
         Partnership's inability to file its periodic reports in a timely
         manner.

         Once the Partnership has received the necessary information from the
         Local Limited Partnerships, the Chief Executive Officer and the Chief
         Financial Officer of Associates believe that the material information
         required to be disclosed in the Partnership's periodic report filings
         with SEC is effectively recorded, processed, summarized and reported,
         albeit not in a timely manner. Going forward, the Partnership will use
         the means reasonably within its power to impose procedures designed to
         obtain from the Local Limited Partnerships the information necessary to
         the timely filing of the Partnership's periodic reports.

(b)      Management's annual report on internal control over financial reporting
         -----------------------------------------------------------------------

         The management of Associates is responsible for establishing and
         maintaining for the Partnership adequate internal control over
         financial reporting as that term is defined in Securities Exchange Act
         Rule 13a-15(f), and for performing an assessment of the effectiveness
         of internal control over financial reporting as of March 31, 2009 and
         2008. The internal control process of Associates, as it is applicable
         to the Partnership, was designed to provide reasonable assurance to
         Associates regarding the preparation and fair presentation of published
         financial statements, and includes those policies and procedures that:

                  (1)      Pertain to the maintenance of records that in
                           reasonable detail accurately and fairly reflect the
                           transactions and dispositions of the assets of the
                           Partnership;

                  (2)      Provide reasonable assurance that transactions are
                           recorded as necessary to permit preparation of
                           financial statements in accordance with generally
                           accepted accounting principles in the United States,
                           and that the Partnership's receipts and expenditures
                           are being made only in accordance with authorization
                           of the management of Associates; and

                  (3)      Provide reasonable assurance regarding prevention or
                           timely detection of unauthorized acquisition, use or
                           disposition of the Partnership's assets that could
                           have a material effect on the financial statements.

All internal control processes, no matter how well designed, have inherent
limitations. Therefore, even those processes determined to be effective can
provide only reasonable assurance with respect to the reliability of financial
statement preparation and presentation. Further, projections of any evaluation
of effectiveness to future periods are subject to the risk that controls may
become inadequate because of changes in conditions or that the degree of
compliance with the policies or procedures may deteriorate.

                                       66
<PAGE>

         Management of Associates assessed the effectiveness of its internal
         control over financial reporting, as it is applicable to the
         Partnership, as of the end of the Partnership's most recent fiscal
         year. In making this assessment, it used the criteria set forth in
         Internal Control - Integrated Framework issued by the Committee of
         Sponsoring Organizations of the Treadway Commission (COSO). Based on
         its assessment, management of Associates concluded that, for the
         reasons set forth above under "Disclosure controls and procedures", the
         internal control over financial reporting, as it is applicable to the
         Partnership, was not effective as of March 31 2009, 2008 and 2007. This
         annual report does not include an attestation report of the
         Partnership's independent registered public accounting firm regarding
         internal control over financial reporting. Management's report was not
         subject to attestation by the Partnership's independent registered
         public accounting firm pursuant to temporary rules of the Securities
         and Exchange Commission that permit the Partnership to provide only
         management's report in this annual report.

         For purposes of the Securities Exchange Act of 1934, the term "material
         weakness" is a deficiency, or a combination of deficiencies, in a
         reporting company's internal control over financial reporting such that
         there is a reasonable possibility that a material misstatement of the
         company's annual or interim financial statements will not be prevented
         or detected on a timely basis. For the reasons discussed above in this
         Item 9A, sub-section (a) under the caption "Disclosure Controls and
         Procedures," the Partnership's internal control over financial
         reporting has not been effective in permitting timely reporting of the
         Partnership's financial information. Accordingly, the management of
         Associates believes that this inability to generate timely reports
         constitutes a material weakness in its internal control over financial
         reporting.

(c)      Changes in internal controls
         ----------------------------

         There were no changes in the Partnership's internal control over
         financial reporting that occurred during the periods ended March 31
         2009 and 2008, that materially affected, or are reasonably likely to
         materially affect, the Partnership's internal control over financial
         reporting.

ITEM 9B. OTHER INFORMATION

NONE

PART III.

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

(a)      Identification of Directors, (b) Identification of Executive Officers,
         ----------------------------------------------------------------------
         (c) Identification of Certain Significant Employees, (d) Family
         ---------------------------------------------------------------
         Relationships, and (e) Business Experience
         ------------------------------------------

Neither the General Partner nor the Partnership has directors, executive
officers or employees of its own. The business of the Partnership is conducted
primarily through Associates. Associates is a California corporation which was
organized in 1971. The following biographical information is presented for the
officers and employees of Associates with principal responsibility for the
Partnership's affairs.

Wilfred N. Cooper, Sr.                 Chairman
Wilfred N. Cooper, Jr.                 President and Chief Executive Officer
David N. Shafer, Esq.                  Executive Vice President
Michael J. Gaber                       Executive Vice President
Thomas J. Riha, CPA                    Senior Vice President - Asset Management
Thomas J. Hollingsworth                Vice President - Asset Management
Gregory S. Hand                        Vice President - Acquisitions
Melanie R. Wenk                        Vice President - Chief Financial Officer
Kay L. Cooper                          Director of WNC & Associates, Inc.
Jennifer E. Cooper                     Director of WNC & Associates, Inc.

In addition to Wilfred N. Cooper, Sr., the directors of Associates are Wilfred
N. Cooper, Jr., Kay L. Cooper, and Jennifer Cooper. The principal shareholders
of Associates are trusts established by the Coopers.

                                       67
<PAGE>

Wilfred N. Cooper, Sr., age 79, is the founder and Chairman of the Board of
Directors of Associates, a Director of WNC Capital Corporation, and a general
partner in some of the partnerships previously sponsored by Associates. Mr.
Cooper has been actively involved in the affordable housing industry since 1968.
Previously, during 1970 and 1971, he was founder and a principal of Creative
Equity Development Corporation, a predecessor of Associates, and of Creative
Equity Corporation, a real estate investment firm. For 12 years before that, Mr.
Cooper was employed by Rockwell International Corporation, last serving as its
manager of housing and urban developments where he had responsibility for
factory-built housing evaluation and project management in urban planning and
development. He has testified before committees of the U.S. Senate and the U.S.
House of Representatives on matters pertaining to the affordable housing
industry. Mr. Cooper is a Life Director of the National Association of Home
Builders, a National Trustee for NAHB's Political Action Committee, and a past
Chairman of NAHB's Multifamily Council. He is a Life Trustee of the National
Housing Conference, and a founder and Director of the California Housing
Consortium. He is the husband of Kay Cooper and the father of Wilfred N. Cooper,
Jr. Mr. Cooper graduated from Pomona College in 1956 with a Bachelor of Arts
degree.

Wilfred N. Cooper, Jr., age 46, is President, Chief Executive Officer,
Secretary, a Director and a member of the Acquisition Committee of Associates.
He is President and a Director of, and a registered principal with, WNC Capital
Corporation. He has been involved in real estate investment and acquisition
activities since 1988 when he joined Associates. Previously, he served as a
Government Affairs Assistant with Honda North America in Washington, D.C. Mr.
Cooper serves on the Board of Trustees of the National Housing Conference, and
is a member of the Editorial Advisory Board of LIHTC Monthly Report, a Steering
Member of the Housing Credit Group of the National Association of Home Builders,
a member of the Tax Policy Council for the National Trust for Historic
Preservation, a member of the Advisory Board of the New York State Association
for Affordable Housing, a member of the Urban Land Institute, a member of the
Orange County Advisory Board of US Bank, and a member of Vistage International,
a global network of business leaders and chief executives. He is the son of
Wilfred Cooper, Sr. and Kay Cooper. Mr. Cooper graduated from The American
University in 1985 with a Bachelor of Arts degree.

David N. Shafer, age 56, is an Executive Vice President, a member of the
Acquisition Committee of, and oversees the New Markets Tax Credit operations of,
Associates, and is responsible for the business development activities of WNC
Community Preservation Partners. Mr. Shafer has been active in the real estate
industry since 1984. Before joining Associates in 1990, he was engaged as an
attorney in the private practice of law with a specialty in real estate and
taxation. Mr. Shafer is a Director and past President of the California Council
of Affordable Housing, and a member of the State Bar of California. Mr. Shafer
graduated from the University of California at Santa Barbara in 1978 with a
Bachelor of Arts degree, from the New England School of Law in 1983 with a Juris
Doctor degree cum laude and from the University of San Diego in 1986 with a
Master of Law degree in Taxation.

Michael J. Gaber, age 42, is an Executive Vice President, oversees the
Originations, and the Acquisitions Departments, and is a member of the
Acquisition Committee of Associates. Mr. Gaber has been involved in real estate
acquisition, valuation and investment activities since 1989 and has been
associated with Associates since 1997. Prior to joining Associates, he was
involved in the valuation and classification of major assets, restructuring of
debt and analysis of real estate taxes with H.F. Ahmanson & Company, parent of
Home Savings of America. Mr. Gaber graduated from the California State
University, Fullerton in 1991 with a Bachelor of Science degree in Business
Administration - Finance.

Thomas J. Riha, age 54, is Senior Vice President - Asset Management and a member
of the Acquisition Committee and the Commercial Real Estate Group of Associates
and Vice President, Treasurer and a Director of WNC Management, Inc. He has been
involved in real estate acquisition and investment activities since 1979. Before
joining Associates in 1994, Mr. Riha was employed by Trust Realty Advisor, a
real estate acquisition and management company, last serving as Vice President -
Operations. He is a founding member of the Housing Credit Certified Professional
Board of Governors, a national professional certification program administered
by the NAHB and the National Affordable Housing Management Association. Mr. Riha
graduated from the California State University, Fullerton in 1977 with a
Bachelor of Arts degree cum laude in Business Administration with a
concentration in Accounting and is a Certified Public Accountant and a member of
the American Institute of Certified Public Accountants.

                                       68
<PAGE>

Thomas J. Hollingsworth, age 58, is Vice President - Asset Management of
Associates and oversees WNC's asset management group. Mr. Hollingsworth has been
involved in real estate acquisitions, operations and syndication of multifamily
properties for over 25 years. Prior to joining WNC in 2005, he was the senior
workout specialist at Key Corporation Housing Management, Inc., a division of
Key Bank. He has also been responsible for structuring several tax sheltered
multifamily acquisitions during his career. Mr. Hollingsworth graduated from the
University of Utah in 1973 with a Bachelor of Science degree (cum laude) in
Business Administration.

Gregory S. Hand, age 45, is Vice President - Acquisitions of, and oversees the
property underwriting activities of, Associates. Mr. Hand has been involved in
real estate analysis, development and management since 1987. Prior to the
Partnership is obligated to the General Partners or its affiliates for the
following fees: joining WNC in 1998, he was a portfolio asset manager with a
national Tax Credit sponsor with responsibility for the management of $200
million in assets. Prior to that, he was a finance manager with The Koll Company
and a financial analyst with The Irvine Company. Mr. Hand graduated from Iowa
State University in 1987 with a Bachelor of Business Administration degree in
finance.

Melanie R. Wenk, CPA, age 41, is Vice President-Chief Financial Officer of
Associates. She is responsible for overseeing institutional and retail fund
portfolio management, including partnership accounting, SEC reporting, quarterly
and annual investor reporting, monitoring investment returns for all stabilized
WNC institutional funds, and corporate accounting. Prior to joining WNC in 2003,
Ms. Wenk was associated as a public accountant with BDO Seidman, LLP. She
graduated from the California Polytechnic State University, Pomona, in 1999 with
a Bachelor of Science degree in accounting.

Kay L. Cooper, age 72, is a Director of WNC & Associates, Inc. and has not
otherwise been engaged in business activities during the previous five years.
Kay Cooper was the sole proprietor of Agate 108, a manufacturer and retailer of
home accessory products from 1975 until its sale in 1998. She is the wife of
Wilfred Cooper, Sr. and the mother of Wilfred Cooper, Jr. Ms. Cooper graduated
from the University of Southern California in 1958 with a Bachelor of Science
degree.

Jennifer E. Cooper, age 46, is a Director of WNC & Associates, Inc. and has not
otherwise been engaged in business activities during the previous five years.
She is the wife of Wilfred Cooper, Jr. and attended the University of Texas from
1981 to 1986.

(f)      Involvement in Certain Legal Proceedings
         ----------------------------------------

         None.

(g)      Promoters and Control Persons
         -----------------------------

         Inapplicable.

(h)      Audit Committee Financial Expert, and (i) Identification of the audit
         ---------------------------------------------------------------------
         Committee
         ---------

         Neither the Partnership nor Associates has an audit committee.

(j)      Changes to Nominating Procedures
         --------------------------------

         Inapplicable.

(k)      Compliance With Section 16(a) of the Exchange Act
         -------------------------------------------------

         None.

(l)      Code of Ethics
         --------------

         Associates has adopted a Code of Ethics which applies to the Chief
         Executive Officer and Chief Financial Officer of Associates. The Code
         of Ethics will be provided without charge to any person who requests
         it. Such requests should be directed to: Investor Relations at
         (714)662-5565 extension 187.

                                       69
<PAGE>

ITEM 11.  EXECUTIVE COMPENSATION

The General Partner and its affiliates are not permitted under Section 5.6 of
the Partnership's Agreement of Limited Partnership (the "Agreement,"
incorporated as Exhibit 3.1 to this report) to receive any salary, fees,
profits, distributions or allocations from the Partnership or any Local Limited
Partnership in which the Partnership invests except as expressly allowed by the
Agreement. The compensation and other economic benefits to the General Partner
and its affiliates provided for in the Agreement are summarized below.

(a)  Compensation for Services

     For services rendered by the General Partner or an Affiliate of the General
     Partner in connection with the administration of the affairs of the
     Partnership, the General Partner or any such Affiliates shall receive from
     the Partnership an annual Asset Management Fee in an amount not to exceed
     0.5% of that portion of Invested Assets in Local Limited Partnerships which
     are attributable to apartment units receiving Government Assistance.
     "Invested Assets" means the sum of the Partnership's original investment in
     Local Limited Partnerships and the Partnership's allocable share of
     mortgage loans on and other debts related to the Housing Complexes owned by
     such Local Limited Partnerships. Accrued but unpaid asset management fees
     for any year are deferred without interest and are payable in subsequent
     years from any funds available to the Partnership after payment of all
     other costs and expenses of the Partnership, including any capital reserves
     then determined by the General Partner to no longer be necessary to be
     retained by the Partnership, or from the proceeds of a sale or refinancing
     of Partnership assets. Fees of $178,693, $157,777, $79,518 and $0 were
     incurred during the years ended March 31, 2009, 2008 and 2007, and during
     the period ended March 31, 2006, respectively, of which $18,000, $129,436,
     $10,000 and $0 was paid for the years ended March 31, 2009, 2008 and 2007,
     and during the period ended March 31, 2006, respectively.

     Subject to a number of terms and conditions set forth in the Agreement, the
     General Partner and its Affiliates may be entitled to compensation for
     services actually rendered or to be rendered in connection with (i)
     selecting, evaluating, structuring, negotiating and closing the
     Partnership's investments in Local Limited Partnership Interests, (ii) the
     acquisition or development of Properties for the Local Limited
     Partnerships, or (iii) property management services actually rendered by
     the General Partners or their Affiliates respecting the Properties owned by
     Local Limited Partnerships. The Partnership has completed its investment
     stage, so no compensation for the services in (i) or (ii) has been paid
     during the period covered by this report and none will be paid in the
     future. None of the services described in (iii) were rendered and no such
     compensation was payable for such services during the periods covered by
     this report.

(b)  Operating Expenses

     Reimbursement to a General Partner or any of its Affiliates of Operating
     Cash Expenses is subject to specific restrictions in Section 5.3.3 of the
     Partnership's Agreement of Limited Partnership (the "Agreement,"
     incorporated as Exhibit 3.1 to this report). The Agreement defines
     "Operating Cash Expenses" as

                  " . . . the amount of cash disbursed by the Partnership . . .
                  in the ordinary course of business for the payment of its
                  operating expenses, such as expenses for management,
                  utilities, repair and maintenance, insurance, investor
                  communications, legal, accounting, statistical and bookkeeping
                  services, use of computing or accounting equipment, travel and
                  telephone expenses, salaries and direct expenses of
                  Partnership employees while engaged in Partnership business,
                  and any other operational and administrative expenses
                  necessary for the prudent operation of the Partnership.
                  Without limiting the generality of the foregoing, Operating
                  Cash Expenses shall include fees paid by the Partnership to
                  any General Partner or any Affiliate of a General Partner
                  permitted by this Agreement and the actual cost of goods,
                  materials and administrative services used for or by the
                  Partnership, whether incurred by a General Partner, an
                  Affiliate of a General Partner or a non-Affiliated Person in
                  performing the foregoing functions. As used in the preceding
                  sentence, actual cost of goods and materials means the actual
                  cost of goods and materials used for or by the Partnership and
                  obtained from entities not Affiliated with a General Partner,
                  and actual cost of administrative services means the pro rata
                  cost of personnel (as if such persons were employees of the
                  Partnership) associated therewith, but in no event to exceed
                  the Competitive amount."

     The Agreement provides that no such reimbursement shall be permitted for
     services for which a General Partner or any of its Affiliates is entitled
     to compensation by way of a separate fee. Furthermore, no such


                                       70
<PAGE>

     reimbursement is to be made for (a) rent or depreciation, utilities,
     capital equipment or other such administrative items, and (b) salaries,
     fringe benefits, travel expenses and other administrative items incurred or
     allocated to any "controlling person" of a General Partner or any Affiliate
     of a General Partner. For the purposes of Section 5.3.4, "controlling
     person" includes, but is not limited to, any person, however titled, who
     performs functions for a General Partner or any Affiliate of a General
     Partner similar to those of: (1) chairman or member of the board of
     directors; (2) executive management, such as president, vice president or
     senior vice president, corporate secretary or treasurer; (3) senior
     management, such as the vice president of an operating division who reports
     directly to executive management; or (4) those holding 5% or more equity
     interest in such General Partner or any such Affiliate of a General Partner
     or a person having the power to direct or cause the direction of such
     General Partner or any such Affiliate of a General Partner, whether through
     the ownership of voting securities, by contract or otherwise.

              The unpaid operating expenses reimbursable to the General Partner
              or its affiliates were $32,987, $14,037, $12,770 and $1,565 for
              the years ended March 31, 2009, 2008 and 2007, and for the period
              ended March 31, 2006, respectively. The Partnership reimbursed the
              General Partner or its affiliates for operating expenses of
              $19,886, $28,306, $27,490 and $0 during the years ended March 31,
              2009, 2008 and 2007, and during the period ended March 31, 2006,
              respectively.

(c)  Interest in Partnership

              The General Partner receives .10% of the Partnership's allocated
              Low Income Housing Tax Credits, which approximated $1,796, $904
              and $125 for the years ended December 31, 2008, 2007 and 2006,
              respectively. The General Partner is also entitled to receive .10%
              of the Partnership's operating income or losses, gain or loss from
              the sale of property and operating cash distributions. There were
              no distributions of operating cash to the General Partner during
              the years ended March 31, 2009, 2008 and 2007 and for the period
              ended March 31, 2006. The General Partner has an interest in sale
              or refinancing proceeds as follows: after the Limited Partners
              have received a return of their capital, General Partner may
              receive an amount equal to its capital contribution, less any
              prior distribution of such proceeds, then the General Partner may
              receive 10% and the Limited Partners 90% of any remaining
              proceeds. There were no such distributions of cash to the General
              Partner during the years ended March 31, 2009, 2008 and 2007 or
              during the period ended March 31, 2006.

(d)  Subordinated Disposition Fee

     A subordinated disposition fee in an amount equal to 1% of the sale price
     may be received in connection with the sale or disposition of a Housing
     Complex or Local Limited Partnership interest. Payment of this fee is
     subordinated to the Limited Partners receiving (a) their Adjusted Capital
     Contributions, plus (b) their Return on Investment minus (i) any cash
     distributed by the Partnership to the Limited Partners and is payable only
     if the General Partner or its affiliates render services in the sales
     effort. No such fee was incurred for all periods presented.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS

(a)      Securities Authorized for Issuance Under Equity Compensation Plans
         ------------------------------------------------------------------

         The Partnership has no compensation plans under which interests in the
         Partnership are authorized for issuance.

(b)      Security Ownership of Certain Beneficial Owners
         -----------------------------------------------

         No person is known to own beneficially in excess of 5% of the
         outstanding Partnership Units.

(c)      Security Ownership of Management
         --------------------------------

         Neither the General Partner, Associates, its affiliates, nor any of the
         officers or directors of the General Partner, Associates, or its
         affiliates own directly or beneficially any Partnership Units.

                                       71
<PAGE>

(d)      Changes in Control
         ------------------

         The management and control of the General Partner and of Associates may
         be changed at any time in accordance with their respective
         organizational documents, without the consent or approval of the
         Limited Partners. In addition, the Partnership Agreement provides for
         the admission of one or more additional and successor General Partners
         in certain circumstances.

         First, with the consent of any other General Partners and a
         majority-in-interest of the Limited Partners, any General Partner may
         designate one or more persons to be successor or additional General
         Partners. In addition, any General Partner may, without the consent of
         any other General Partner or the Limited Partners, (i) substitute in
         its stead as General Partner any entity which has, by merger,
         consolidation or otherwise, acquired substantially all of its assets,
         stock or other evidence of equity interest and continued its business,
         or (ii) cause to be admitted to the Partnership an additional General
         Partner or Partners if it deems such admission to be necessary or
         desirable so that the Partnership will be classified a partnership for
         Federal income tax purposes. Finally, a majority-in-interest of the
         Limited Partners may at any time remove the General Partner of the
         Partnership and elect a successor General Partner.

         ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
         INDEPENDENCE

         (a)      The General Partner manages all of the Partnership's affairs.
                  The transactions with the General Partner are primarily in the
                  form of fees paid by the Partnership for services rendered to
                  the Partnership, reimbursement of expenses, and the General
                  Partner's interest in the Partnership, as discussed in Item 11
                  and in the notes to the Partnership's financial statements.

         (b)      The Partnership has no directors.

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

The following is a summary of fees paid to the Partnership's principal
independent registered public accounting firm for the years ended March 31:

                        2009            2008             2007              2006
                       -------         -------          -------          -------

Audit Fees             $    --         $ 9,765          $25,000          $    --
Audit-related Fees                          --               --               --
Tax Fees                 2,890           2,755            2,625               --
All Other Fees                              --               --               --
                       -------         -------          -------          -------
TOTAL                  $ 2,890         $12,520          $27,625          $    --
                       =======         =======          =======          =======

The Partnership has no Audit Committee. All audit services and any permitted
non-audit services performed by the Partnership's independent auditors are
preapproved by the General Partner.

                                       72
<PAGE>

PART IV.

ITEM 15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1)   List of financial statements included in Part II hereof:
         --------------------------------------------------------

         Report of Independent Registered Public Accounting Firm
         Balance Sheets, March 31, 2009, 2008, 2007 and 2006
         Statement of Operations for the years ended in March 31, 2009, 2008 and
           2007 and for the period December 14, 2005, (Date Operations
           Commenced) through March 31, 2006
         Statement of Partners' Equity for the year ended in March 31, 2009,
           2008 and 2007 and for the period December 14, 2005 (Date Operations
           Commenced) through March 31, 2006
         Statement of Cash Flows for the years ended in March 31, 2009, 2008 and
           2007 and for the period December 14, 2005 (Date Operations Commenced)
           through March 31, 2006
          Notes to Financial Statements

(a)(2)   List of Financial statement schedules:
         --------------------------------------

         Schedule III - Real Estate Owned by Local Limited Partnerships

(a)(3)   Exhibits
         --------

3.1      Agreement of Limited Partnership dated February 7, 2005 filed in the
         Post-Effective Amendment No. 1 on July 11, 2006 is hereby incorporated
         herein by reference as exhibit3.1

31.1     Certification of the Chief Executive Officer pursuant to Rule 13a-14
         and 15d-14, as adopted pursuant to section 302 of the Sarbanes-Oxley
         Act of 2002. (filed herewith)

31.2     Certification of the Chief Financial Officer pursuant to Rule 13a-14
         and 15d-14, as adopted pursuant to section 302 of the Sarbanes-Oxley
         Act of 2002. (filed herewith)

32.1     Section 1350 Certification of the Chief Executive Officer. (filed
         herewith)

32.2     Section 1350 Certification of the Chief Financial Officer. (filed
         herewith)

99.1     Amended and Restated Agreement of Limited Partnership of Head Circle,
         L.P. filed on Form 8-K on July 5, 2006 is hereby incorporated herein as
         exhibit 99.1.

99.2     First Amendment to the Amended and Restated Agreement of Limited
         Partnership of Head Circle, L.P. filed on Form 8-K on July 5, 2006 is
         hereby incorporated herein as exhibit 99.2

99.3     Amended and Restated Agreement of Limited Partnership of FDI-Country
         Square, Ltd. filed on Form 8-K on July 5, 2006 is hereby incorporated
         herein as exhibit 99.3.

99.4     First Amendment to the Amended and Restated Agreement of Limited
         Partnership of FDI-Country Square, Ltd., filed on Form 8-K on July 5,
         2006 is hereby incorporated herein as exhibit 99.4.

99.5     Amended and Restated Agreement of Limited Partnership of FDI-Park
         Place, Ltd., filed on Form 8-K on July 5, 2006 is hereby incorporated
         herein as exhibit 99.5.

99.6     First Amendment to the Amended and Restated Agreement of Limited
         Partnership of FDI-Park Place, Ltd., filed on Form 8-K on July 5, 2006
         is hereby incorporated herein as exhibit 99.6.

99.7     Amended and Restated Agreement of Limited Partnership of Grove Village
         Limited Partnership filed on Form 8-K on September 28, 2006 is hereby
         incorporated herein as exhibit 99.7.

99.8     Amended and Restated Agreement of Limited Partnership of Pleasant
         Village Limited Partnership filed on Form 8-K on September 28, 2006 is
         hereby incorporated herein as exhibit 99.8.

99.9     Third Amended and Restated Agreement of Limited Partnership of
         Davenport Housing VII, L.P. filed on Form 8-K on June 19, 2007 is
         hereby incorporated herein as exhibit 99.9.

                                       73
<PAGE>

99.10    Amended and Restated Agreement of Limited Partnership of Sierra's Run
         Limited Partnership filed on Form 8-K on October 4, 2007 is hereby
         incorporated herein as exhibit 99.10.

99.11    Amended and Restated Agreement of Limited Partnership of Crestview
         Housing Limited Partnership filed on Form 8-K on October 11, 2007 is
         hereby incorporated herein as exhibit 99.11.

99.12    Amended and Restated Agreement of Limited Partnership of Fernwood
         Meadows Limited Partnership filed on Form 8-K on October 31, 2007 is
         hereby incorporated herein as exhibit 99.12.

99.13    Financial Statements of 909 4th YMCA, L.P., for the year ended December
         31, 2006 together with Independent Auditors' Report thereon; a
         significant subsidiary of the Partnership.

99.14    Financial Statements of Grove Village, L.P., for the years ended
         December 31, 2006, 2007 and 2008 together with Independent Auditors'
         Report thereon; a significant subsidiary of the Partnership.

99.15    Financial Statements of Pleasant Village, L.P., for the years ended
         December 31, 2006, 2007 and 2008 together with Independent Auditors'
         Report thereon; a significant subsidiary of the Partnership.






                                       74
<PAGE>
<TABLE>
<S>     <C>

WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
SCHEDULE III
REAL ESTATE OWNED BY LOCAL LIMITED PARTNERSHIPS

MARCH 31, 2009
                   ------------------------- ----------------                 ------------------------------------------------------
                                              INITIAL COST TO
                     AS OF MARCH 31, 2009      PARTNERSHIP                                   AS OF DECEMBER 31, 2008
                   ------------------------- ----------------                 ------------------------------------------------------
                                                                               MORTGAGE
   LOCAL               TOTAL      AMOUNT OF                                   BALANCES OF        BUILDING,
  LIMITED          INVESTMENT IN  INVESTMENT                  COST CAPITALIZED  LOCAL         CONSTRUCTION IN
PARTNERSHIP        LOCAL LIMITED    PAID            BUILDING & SUBSEQUENT TO   LIMITED          PROGRESS &   ACCUMULATED    NET BOOK
   NAME    LOCATION PARTNERSHIP   TO DATE    LAND  IMPROVEMENTS ACQUISITION  PARTNERSHIPS  LAND  EQUIPMENT   DEPRECIATION    VALUE
------------------------------------------------------------------------------------------------------------------------------------
909 4th    Seattle,
YMCA,      Washington
L.P.             $   508,000 $   508,000         -- $16,649,000 $     -- $        --          -- $16,649,000 $ 3,329,000 $13,320,000

Crestview  Bigfork,
Housing,   Montana
L.P.               1,973,000   1,874,000    215,000   2,474,000       --     727,000     215,000   2,474,000      57,000   2,632,000

Davenport  Davenport,
Housing    Iowa
VII, L.P.          2,253,000   2,253,000     50,000   4,529,000       --   1,900,000      50,000   4,529,000          --   4,579,000

FDI-       Lone Star,
Country    Texas
Square,
LTD.                 605,000     605,000     18,000   1,359,000    8,000     675,000      18,000   1,367,000     101,000   1,284,000

FDI-Park   Bellville,
Place,     Texas
LTD.                 758,000     758,000     50,000   2,023,000    6,000   1,176,000      50,000   2,029,000     111,000   1,968,000

Fernwood   Fernley,
Meadows,   Nevada
L.P. (1)           2,023,000   1,921,000    140,000   2,991,000       --   1,138,000     140,000   2,990,000      62,000   3,068,000

Grove      Dallas,
Village,   Texas
L.P.               3,043,000   2,587,000    877,000   9,625,000  104,000   8,186,000     877,000   9,729,000   1,044,000   9,562,000

Head       Ruleville,
Circle,    Mississippi
L.P.                 464,000     464,000     54,000   1,914,000       --   1,461,000      54,000   1,914,000     289,000   1,679,000

Pleasant   Dallas,
Village,   Texas
L.P.               2,850,000   2,423,000    811,000   8,690,000  238,000   5,942,000     811,000   8,824,000     902,000   8,733,000

Sierra's   Fernley,
Run, L.P.  Nevada
(1)                1,932,000   1,907,000    155,000   2,311,000       --     368,000     155,000   2,311,000      48,000   2,418,000
                 ----------- ----------- ---------- ----------- -------- ----------- ----------- ----------- ----------- -----------
                 $16,409,000 $15,300,000 $2,370,000 $52,565,000 $356,000 $21,573,000 $ 2,370,000 $52,816,000 $ 5,943,000 $49,243,000
                 =========== =========== ========== =========== ======== =========== =========== =========== =========== ===========


(1) This Local Limited Partnership has been identified for sale as of December
24, 2009.

                                                                75
<PAGE>

WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
SCHEDULE III
REAL ESTATE OWNED BY LOCAL LIMITED PARTNERSHIPS
MARCH 31, 2009
                                     ------------------------------------------------------------------------------------------
                                                               FOR THE YEAR ENDED DECEMBER 31, 2008
                                     ------------------------------------------------------------------------------------------
                                                                                      YEAR                         ESTIMATED
           LOCAL LIMITED                                        NET INCOME         INVESTMENT                     USEFUL LIFE
         PARTNERSHIP NAME               RENTAL INCOME             (LOSS)            ACQUIRED          STATUS        (YEARS)
------------------------------------ --------------------- --------------------- ---------------- --------------- -------------

909 4th YMCA, L.P.                              $ 595,000            $ (96,000)             2006  Completed                 40

Crestview Housing, L.P.                           136,000              (59,000)             2007  Completed                 40

Davenport Housing VII, L.P.                             -                     -             2007  Construction               -

FDI-Country Square, LTD.                           97,000              (21,000)             2006  Completed                 40

FDI-Park Place, LTD.                              176,000              (12,000)             2006  Completed                 40

Fernwood Meadows, L.P. (1)                        208,000                19,000             2007  Completed                 40

Grove Village, L.P.                             1,519,000           (1,103,000)             2006  Completed               27.5

Head Circle, L.P.                                 247,000              (45,000)             2006  Completed               27.5

Pleasant Village, L.P.                          1,333,000           (1,101,000)             2006  Completed               27.5

Sierra's Run, L.P. (1)                            123,000              (25,000)             2007  Completed                 40
                                               ----------          ------------
                                               $4,434,000          $(2,443,000)
                                               ==========          ============



(1) This Local Limited Partnership has been identified for sale as of December
24, 2009.


                                       76
<PAGE>

WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
SCHEDULE III
REAL ESTATE OWNED BY LOCAL LIMITED PARTNERSHIPS

MARCH 31, 2008
                   ------------------------- -----------------                ------------------------------------------------------
                                              INITIAL COST TO
                      AS OF MARCH 31, 2008     PARTNERSHIP                                   AS OF DECEMBER 31, 2007
                   ------------------------- -----------------                ------------------------------------------------------
                                                                               MORTGAGE
   LOCAL               TOTAL      AMOUNT OF                                   BALANCES OF        BUILDING,
  LIMITED          INVESTMENT IN  INVESTMENT                  COST CAPITALIZED  LOCAL         CONSTRUCTION IN
PARTNERSHIP        LOCAL LIMITED    PAID            BUILDING & SUBSEQUENT TO   LIMITED          PROGRESS &   ACCUMULATED    NET BOOK
   NAME    LOCATION PARTNERSHIP   TO DATE    LAND  IMPROVEMENTS ACQUISITION  PARTNERSHIPS  LAND  EQUIPMENT   DEPRECIATION    VALUE
------------------------------------------------------------------------------------------------------------------------------------

909 4th    Seattle,
YMCA,      Washington
L.P.               $   508,000 $   508,000 $       -- $16,649,000 $     -- $        -- $       -- $16,649,000 $2,949,000 $13,700,000


Crestview  Bigfork,
Housing,   Montana
L.P.                 1,973,000     400,000    215,000   1,927,000       --   1,765,000    215,000   1,927,000     13,000   2,129,000


Davenport  Davenport,
Housing    Iowa
VII, L.P.            2,253,000   1,974,000     50,000   3,556,000       --   1,140,000     50,000   3,556,000         --   3,606,000

FDI-        Lone Star,
Country     Texas
Square,
LTD.                   628,000     508,000     18,000   1,359,000       --     742,000     18,000   1,359,000     57,000   1,320,000

FDI-Park    Bellville,
Place,      Texas
LTD.                   801,000     704,000     50,000   2,023,000       --   1,189,000     50,000   2,023,000     60,000   2,013,000

Fernwood    Fernley,
Meadows,    Nevada
L.P. (1)             2,023,000   1,821,000    140,000   1,380,000       --   1,145,000    140,000   1,426,000      6,000   1,560,000

Grove       Dallas,
Village,    Texas
L.P.                 3,043,000   2,587,000    877,000   9,625,000       --   6,180,000    877,000   9,625,000    438,000  10,064,000

Head        Ruleville,
Circle,     Mississippi
L.P.                   464,000     464,000     54,000   1,914,000       --   1,474,000     54,000   1,914,000    192,000   1,776,000

Pleasant    Dallas,
Village,    Texas
L.P.                 2,850,000   2,423,000    811,000   8,690,000       --   6,000,000    811,000   8,690,000    376,000   9,125,000

Sierra's    Fernley,
Run, L.P.   Nevada
     (1)             1,974,000   1,777,000    198,000   2,024,000       --     371,000    198,000   2,024,000     11,000   2,211,000
                   ----------- ----------- ---------- ----------- -------- ----------- ---------- ----------- ---------- -----------
                   $16,517,000 $13,166,000 $2,413,000 $49,147,000 $     -- $20,006,000 $2,413,000 $49,193,000 $4,102,000 $47,504,000
                   =========== =========== ========== =========== ======== =========== ========== =========== ========== ===========


(1) This Local Limited Partnership has been identified for sale as of December
24, 2009.

                                                                77

<PAGE>


WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
SCHEDULE III
REAL ESTATE OWNED BY LOCAL LIMITED PARTNERSHIPS
MARCH 31, 2008

                                     ------------------------------------------------------------------------------------------
                                                               FOR THE YEAR ENDED DECEMBER 31, 2007
                                     ------------------------------------------------------------------------------------------
                                                                                      YEAR                         ESTIMATED
           LOCAL LIMITED                                                           INVESTMENT                     USEFUL LIFE
         PARTNERSHIP NAME               RENTAL INCOME            NET LOSS           ACQUIRED          STATUS        (YEARS)
------------------------------------ --------------------- --------------------- ---------------- --------------- -------------

909 4th YMCA, L.P.                              $ 580,000            $(113,000)             2006       Completed            40

Crestview Housing, L.P.                            69,000              (23,000)             2007    Construction            40

Davenport Housing VII, L.P.                             -                     -             2007    Construction             -

FDI-Country Square, LTD.                           52,000              (53,000)             2006       Completed            40

FDI-Park Place, LTD.                              130,000              (61,000)             2006       Completed            40

Fernwood Meadows, L.P. (1)                         19,000              (17,000)             2007    Construction            40

Grove Village, L.P.                             1,085,000             (698,000)             2006       Completed          27.5

Head Circle, L.P.                                 236,000              (89,000)             2006       Completed          27.5

Pleasant Village, L.P.                          1,002,000             (801,000)             2006       Completed          27.5

Sierra's Run, L.P. (1)                             88,000               (5,000)             2007    Construction            40
                                              -----------          ------------
                                              $ 3,261,000          $(1,860,000)
                                              ===========          ============



(1) This Local Limited Partnership has been identified for sale as of December
24, 2009.


                                                                78
<PAGE>

WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
SCHEDULE III
REAL ESTATE OWNED BY LOCAL LIMITED PARTNERSHIPS

MARCH 31, 2007
                   ------------------------- -----------------                ------------------------------------------------------
                                              INITIAL COST TO
                      AS OF MARCH 31, 2007     PARTNERSHIP                                   AS OF DECEMBER 31, 2006
                   ------------------------- -----------------                ------------------------------------------------------
                                                                               MORTGAGE
   LOCAL                 TOTAL      AMOUNT OF                                   BALANCES OF        BUILDING,
  LIMITED            INVESTMENT IN  INVESTMENT                COST CAPITALIZED  LOCAL         CONSTRUCTION IN
PARTNERSHIP          LOCAL LIMITED    PAID           BUILDING & SUBSEQUENT TO   LIMITED          PROGRESS &   ACCUMULATED   NET BOOK
   NAME      LOCATION PARTNERSHIP   TO DATE   LAND  IMPROVEMENTS ACQUISITION  PARTNERSHIPS  LAND  EQUIPMENT   DEPRECIATION   VALUE
------------------------------------------------------------------------------------------------------------------------------------

909 4th      Seattle,
YMCA,        Washington
L.P.                 $  508,000 $  508,000 $       --  $16,649,000 $    -- $        -- $       -- $16,649,000 $2,569,000 $14,080,000

FDI-Country  Lone Star,
Square,      Texas
LTD.                    628,000    291,000     18,000     586,000       --     370,000     18,000     586,000      4,000     600,000

FDI-Park     Bellville,
Place,       Texas
LTD.                    801,000    330,000    50,0000   1,217,000       --   1,096,000     50,000   1,217,000     17,000   1,250,000

Grove        Dallas,
Village,     Texas
L.P.                  3,043,000  1,390,000    750,000   5,117,000       --   6,350,000    750,000   5,117,000    277,000   5,590,000

Head         Ruleville,
Circle,      Mississippi
L.P.                    463,000    417,000     54,000   1,914,000       --   1,485,000     54,000   1,914,000     95,000   1,873,000

Pleasant     Dallas,
Village,     Texas
 L.P.                 2,850,000  1,715,000    735,000   4,377,000       --   6,000,000    735,000   4,376,000    237,000   4,874,000
                     ---------- ---------- ---------- ----------- -------- ----------- ---------- ----------- ---------- -----------
                     $8,293,000 $4,651,000 $1,607,000 $29,860,000  $    -- $15,301,000 $1,607,000 $29,859,000 $3,199,000 $28,267,000
                     ========== ========== ========== =========== ======== =========== ========== =========== ========== ===========



(1) All Local Limited Partnerships presented in the table above were acquired in
the current year therefore the initial costs of the land, building and
improvements will be the amounts as of December 31, 2006.


                                                                79
<PAGE>

WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
SCHEDULE III
REAL ESTATE OWNED BY LOCAL LIMITED PARTNERSHIPS
MARCH 31, 2007
                                     -------------------------------------------------------------------------------------------
                                                                FOR THE YEAR ENDED DECEMBER 31, 2006
                                     -------------------------------------------------------------------------------------------
                                                                                      YEAR                          ESTIMATED

           LOCAL LIMITED                                                           INVESTMENT                      USEFUL LIFE
         PARTNERSHIP NAME               RENTAL INCOME            NET LOSS           ACQUIRED          STATUS         (YEARS)
------------------------------------ --------------------- --------------------- ---------------- --------------- --------------

909 4th YMCA, L.P.                              $ 613,000            $(147,000)             2006       Completed             40

FDI-Country Square, LTD.                           24,000               (9,000)             2006       Completed             40

FDI-Park Place, LTD.                               67,000              (35,000)             2006       Completed             40

Grove Village, L.P.                             1,023,000             (706,000)             2006    Construction           27.5

Head Circle, L.P.                                 200,000              (50,000)             2006       Completed           27.5

Pleasant Village, L.P.                          1,208,000             (471,000)             2006    Construction           27.5
                                              -----------          ------------
                                              $ 3,135,000          $(1,418,000)
                                              ===========          ============

</TABLE>




                                       80
<PAGE>


                                   SIGNATURES


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

WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 13
WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 14

By:      WNC National Partners, LLC
         General Partner

By:      WNC & Associates, Inc.,
         General Partner



         By:      /s/ Wilfred N. Cooper, Jr.
                  --------------------------
                  Wilfred N. Cooper, Jr.,
                  President of WNC & Associates, Inc.

Date:    April 1, 2010
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.



By:      /s/ Wilfred N. Cooper, Jr.
         --------------------------
         Wilfred N. Cooper, Jr.,
         Chief Executive Officer, President and Director of WNC & Associates,
         Inc. (principal executive officer)

Date:    April 1, 2010



By:      /s/ Melanie R. Wenk
         -------------------
         Melanie R. Wenk,
         Vice-President  - Chief Financial Officer of WNC & Associates, Inc.
        (principal  financial  officer and
         principal accounting officer)

Date:    April 1, 2010



By:      /s/ Wilfred N. Cooper, Sr.
         --------------------------
         Wilfred N. Cooper, Sr.,
         Chairman of the Board of WNC & Associates, Inc.

Date:    April 1, 2010



By:      /s/ Kay L. Cooper
         -----------------
         Kay L. Cooper
         Director of WNC & Associates, Inc.

Date:    April 1, 2010



                                       81
<