SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A
                                Amendment No. 1

                Annual Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934
For the Fiscal Year Ended                                        Commission File
December 31, 1997                                                Number 0-15643

                        NATIONAL LEASE INCOME FUND 6 L.P.
             (Exact name of registrant as specified in its charter)

        Delaware                                       13-3275922
(State or other jurisdiction                         (IRS Employer 
of incorporation or organization                     Identification Number) 

411 West Putnam Avenue, Greenwich, CT                     06830
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including
area code                                              203-862-7444

          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, $500 PER UNIT

         Indicate  by check mark  whether  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 and (2) has been  subject to such  filing
requirements for the past 90 days.

                     YES    [ X ]        NO   [   ]

         There  is  no  public  market  for  the  Limited   Partnership   Units.
Accordingly,  information  with respect to the aggregate market value of Limited
Partnership Units held by non-affiliates of Registrant has not been supplied.

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

                       Documents Incorporated by Reference

                                                Location in Form 10-K in Which
         Document                                  Document is Incorporated

Registrant's Prospectus, dated                      Parts I, II and III
December 31, 1986 as supple-
mented on March 13, 1987,
July 6, 1987, September 1,
1987, November 30, 1987,
March 25, 1988 and May 16, 1988                     Exhibit Index:  page IV-1
<PAGE>
PART I

Item 1.           Business

General
Registrant was organized as a Delaware limited partnership on July 11, 1986 with
ALI Equipment  Management Corp. (the "Managing  General  Partner"),  ALI Capital
Corp.  (the  "Corporate  General  Partner"),  and Z  Square G  Partners  II (the
"Associate  General  Partner"),  as  general  partners.  The  Associate  General
Partner,  the Managing  General  Partner and the Corporate  General  Partner are
collectively referred to herein as the "General Partners".

Through November 2, 1994, the Managing General Partner and the Corporate General
Partner  were   wholly-owned   subsidiaries   of  Integrated   Resources,   Inc.
("Integrated").  On November  3, 1994,  as a result of the  consummation  of the
reorganization plan relating to Integrated's  bankruptcy,  indirect ownership of
the Managing General Partner and the Corporate  General Partner was purchased by
Presidio  Capital Corp.  ("Presidio").  As of February 28, 1995,  Presidio Boram
Corp.,  a  subsidiary  of  Presidio,  replaced  Z  Square G  Partners  II as the
Associate General Partner. On August 28, 1997, an affiliate of NorthStar Capital
Partners acquired all of the Class B shares of Presidio, the corporate parent of
the  General  Partners.   This   acquisition,   when  aggregated  with  previous
acquisitions,  caused NorthStar  Capital Partners to acquire indirect control of
the General  Partners.  Presidio  was also party to an  Administrative  Services
Agreement with Wexford Management LLC ("Wexford")  pursuant to which Wexford was
responsible  for the day-to-day  management of Presidio and, among other things,
had authority to designate directors of the General Partners.

On November 2, 1997, the Administrative  Services Agreement between Presidio and
Wexford expired. Effective November 3, 1997, Wexford and Presidio entered into a
new Administrative Services Agreement (the "ASA"), which expires on May 3, 1998.
Under the terms of the ASA, Wexford will provide  consulting and  administrative
services to Presidio  and its  affiliates,  including  the General  Partners and
Registrant.  Presidio also entered into a management  agreement  with  NorthStar
Presidio Management Company, LLC ("NorthStar Presidio").  Under the terms of the
management agreement,  NorthStar Presidio will provide the day-to-day management
of Presidio and its direct and indirect subsidiaries and affiliates.

Effective  November 3, 1997,  the  officers  and  employees  of Wexford that had
served as officers  and/or  directors  of the General  Partners  tendered  their
resignations. On the same date, the Board of Directors of Presidio appointed new
individuals to serve as officers and/or directors of the General Partners.

In an offering which terminated on June 30, 1988,  Registrant sold 300,000 units
of limited  partnership  interest (the "Units") for gross  proceeds  aggregating
$150,000,000.  As of December  31, 1988,  substantially  all of the net proceeds
available for  investment  had been invested in equipment.  Reference is made to
the  Prospectus  of  Registrant,  dated  December 31, 1986, as  supplemented  by
supplements dated March 13, 1987, July 6, 1987,  September 1, 1987, November 30,
1987,  March 25, 1988 and May 16, 1988 (the  "Prospectus").  The  Prospectus  is
incorporated herein by reference (see Exhibit 28).

Registrant  owns  and  leases  to  third  parties   equipment   manufactured  by
non-affiliated companies. The original equipment owned by Registrant, consisting
of aircraft and related aircraft engines,  equipment for management  information
systems, motor coaches and telecommunication switching equipment, was originally
leased to various  lessees  for periods of 36 to 96 months.  As of December  31,
<PAGE>
1997, Registrant had acquired equipment at a cost of approximately  $189,236,000
(of  which  approximately  $24,264,000  had  been  originally  accounted  for as
financing leases for financial statement purposes) (all inclusive of acquisition
fees and expenses),  of which approximately  $131,625,000 of the purchase prices
represented the investment of the original net offering proceeds,  approximately
$39,229,000 was provided by nonrecourse financing and approximately  $18,382,000
was provided from cash from  operations and cash from sales  generated in excess
of distributions  through 1997. As of December 31, 1997,  Registrant had sold or
disposed of equipment with an original cost of  approximately  $137,725,000  (of
which approximately  $24,264,000 had been originally  accounted for as financing
leases).

In May  1992,  the  Board  of  Directors  of the  Managing  General  Partner  of
Registrant  decided to discontinue  reinvestment in additional  equipment and to
distribute  cash from  operations and sales not required as reserves  commencing
with the quarter ended June 30, 1992.  This was due to the lower cash flow level
caused by the continued decline in interest rates and the corresponding  decline
in lease rates, compounded by higher than anticipated technological obsolescence
resulting in lower  residual  values,  as well as by the weakness in the airline
industry  resulting in financial  difficulties for various lessees and a decline
in the value of all of  Registrant's  aircraft.  Acquisitions  during  the years
ended  December  31,  1997,  1996 and 1995 were made to satisfy  prior  purchase
commitments,  including  modifications  made to certain aircraft and upgrades to
equipment currently on lease.

At January 1, 1997, Registrant's remaining portfolio consisted of equipment with
an  original  cost  of   approximately   $57,013,000   (net  carrying  value  of
approximately $11,477,000), of which approximately $4,440,000 (fully depreciated
at  January  1, 1997) was  off-lease  and  equipment  with an  original  cost of
approximately  $194,000  (fully  depreciated at January 1, 1997) was leased on a
month-to-month basis.

During  the year  ended  December  31,  1997,  Registrant  sold or  disposed  of
equipment originally purchased for prices aggregating  approximately  $2,600,000
and  which  had a zero net  carrying  value at the time of  disposition  (net of
allowances  for  equipment  impairment  aggregating   approximately   $1,452,000
provided in prior years with respect to such  equipment),  for net sale proceeds
of  approximately  $10,600,  or  approximately  $.03  per  Unit.   Additionally,
Registrant  generated   distributable  cash  from  operations  of  approximately
$4,183,000,  or approximately $13.80 per Unit, during 1997. Registrant made cash
distributions of $2.30 per Unit during 1997.

Registrant's  remaining  portfolio  consists of four aircraft,  one of which was
returned in January  1998,  one which lease is  scheduled to expire in June 1998
and two which leases are scheduled to expire in December 1998.

At  December  31,  1997,  equipment  with  an  original  cost  of  approximately
$54,413,000  (net  carrying  value  of  approximately  $9,680,000)  remained  in
Registrant's portfolio,  of which approximately  $52,444,000 (net carrying value
of approximately  $9,680,000,  was generating rentals of approximately  $239,000
per month.  As of December 31, 1997,  Registrant  was the owner of four aircraft
and related  engines as well as one additional  aircraft  engine and components,
which  in the  aggregate  represented  100%  of its  remaining  equipment  on an
original cost basis. Included within the foregoing equipment are two Rolls Royce
engines (the "Hawaiian  Engines")  that had  previously  been leased to Hawaiian
Airlines,  Inc.  ("Hawaiian")  with an original  purchase cost of  approximately
$1,969,000 (at December 31, 1997, the Hawaiian  Engines were fully  depreciated)
which are currently off-lease.
<PAGE>
In November 1997,  Registrant sold certain engine  components to an unaffiliated
third party for net sale proceeds  aggregating  $6,737.  Such equipment,  net of
allowances for equipment impairment  aggregating $1,427,250 previously provided,
has a zero carrying value when sold.

Description of Business

See the  material  contained  in the  Prospectus  under the  heading  INVESTMENT
OBJECTIVES  AND  POLICIES,  which is  incorporated  herein by  reference,  for a
description of the business of Registrant.

Registrant's  revenues from equipment are derived  primarily from lease payments
from lessees. None of such lessees are affiliated with Registrant.  During 1997,
lease  payments  from the  following  lessees  were the source of 10% or more of
Registrant's leasing revenues:  Continental Micronesia,  Inc. ("Air Micronesia")
(58%) and Southwest Airlines Co. ("Southwest") (42%).

Competition

The leasing  industry  offers users an alternative  to the outright  purchase of
virtually all types of equipment and has traditionally been a highly competitive
industry,  although  competitive  conditions  vary  depending  on  the  type  of
equipment in question.  Although Registrant's leasing activities are diminishing
because  it is in the  liquidating  stage  of its  operating  cycle,  Registrant
nonetheless  competes with manufacturers  which provide leasing programs as well
as with other lessors of similar  equipment as  Registrant  attempts to remarket
its equipment coming off-lease.

The market for the types of  equipment in which  Registrant  has invested can be
affected  by  factors  such  as  changes  in  manufacturers'  pricing  policies,
technological advances in equipment and economic conditions in the industries in
which Registrant  leases  equipment.  As a result,  it is impossible to forecast
with any certainty what residual values will be available on any individual item
or type of equipment.

Registrant has encountered competition in attempting to re-lease its aircraft as
they have come off-lease due to a surplus in the market of narrow-body  aircraft
similar to the four aircraft owned by Registrant. The substantial costs required
to maintain and bring used aircraft into  compliance  with United States Federal
Aviation  Administration  ("FAA")  noise and  maintenance  requirements  are the
primary factors which have adversely  affected the narrow body aircraft  market.
In addition,  in re-leasing  aircraft,  Registrant's  aircraft will also have to
compete with newer, more fuel efficient aircraft which comply with the FAA noise
requirements.  Registrant  also believes that as a result of the factors  listed
above there has been a significant  decline in the re-sale value of  narrow-body
aircraft of the types owned by Registrant.

As Registrant's aircraft come off-lease, Registrant may need to use a portion of
its operating  reserves and/or its cash flow, which would otherwise be available
for distribution,  to upgrade or enhance these aircraft if Registrant determines
that  such  expenditures  are in its best  interest  in order  to  maximize  the
remarketing  value.  Registrant is currently  evaluating  strategies,  including
potential engine upgrades for certain aircraft, to increase marketability and is
reviewing  its  ability  to pay  for  bridging  costs  in  order  to  facilitate
remarketing. Upgrades to aircraft may include "Hush Kits", which reduce the
<PAGE>
noise  levels  of  engines.  The  estimated  costs of the Hush Kits  range  from
approximately $1,200,000 for Boeing 737 aircraft to approximately $2,000,000 for
Boeing 727 aircraft. Furthermore,  because of market conditions,  Registrant may
be required  to bear some of the  related  costs of  compliance  with  mandatory
federal  regulations  covering  maintenance and upgrading of aging aircraft.  In
determining  what may be in its best  interests,  Registrant's  ability  to make
distributions may be impacted by its obligation to pay such costs.

In addition,  there are numerous other potential competitors,  including but not
limited to public and private partnerships affiliated with Registrant, which are
seeking  to sell or  lease  equipment,  some of  which  have  greater  financial
resources and more experience than Registrant or the Managing General Partner.

See Item 7,  "Management's  Discussion  and Analysis of Financial  Condition and
Results of  Operations",  and Item 8,  "Financial  Statements  and  Supplemental
Data", for further information.

Employees

Registrant does not have any employees.  NorthStar  Presidio  currently performs
accounting,  secretarial,  transfer and administrative  services for Registrant.
NorthStar  Presidio also performs  similar  services for other affiliates of the
Managing General Partner.  Integrated  Resources Equipment Group, Inc. ("IREG"),
an indirect  subsidiary of Presidio,  manages  Registrant's  equipment portfolio
pursuant  to a  management  agreement.  See Item 10,  "Directors  and  Executive
Officers  of  Registrant",  Item  11,  "Executive  Compensation",  and  Item 13,
"Certain Relationships and Related Transactions".

In April 1995, the Managing General Partner and certain  affiliates entered into
an agreement with Fieldstone Private Capital Group, L.P. ("Fieldstone") pursuant
to which Fieldstone  performs  certain  management and  administrative  services
relating  to  Registrant  as well as  certain  other  partnerships  in which the
Managing  General  Partner serves as general  partner.  Substantially  all costs
associated  with the  retention of Fieldstone  are paid by the Managing  General
Partner.  The agreement with  Fieldstone was scheduled to expired on November 3,
1997.  The  Managing  General  Partner  and  certain  affiliates  are  currently
negotiating a possible extension of the agreement. Fieldstone has indicated that
it will  continue to perform  services  with respect to  Registrant  pending the
conclusion of such negotiation.
<PAGE>
Foreign Operations

Registrant  owns  two  aircraft  which  are  currently  being  operated  by  Air
Micronesia in Southeast Asia. (See Item 1, "Business" and Item 7,  "Management's
Discussion and Analysis of Financial Condition and Results of Operations").


Item 2.           Properties

The following  table sets forth the equipment owned by Registrant as of March 1,
1998 (see "General" under Item 1 hereof):
<TABLE>
<CAPTION>


 Type of Equipment (A)            Date of Purchase               Type of Ownership or Interest
 ---------------------            ----------------               -----------------------------
<S>                               <C>                        <C>
One Rolls Royce Aircraft Engine   September 30, 1987         Full ownership, not subject to any lien.
and Components

Two Boeing 727-227 Aircraft       July 1987                  Full ownership, not subject to any lien.

Two Boeing 737-200 Aircraft       February 28, 1989          Full ownership, not subject to any lien.
</TABLE>

 (A) See Item 1, "Business",  Item 7,  "Management's  Discussion and Analysis of
Financial Condition and Results of Operations" and Item 8, "Financial Statements
and Supplemental Data" for information regarding such engine and components.


Item 3.           Legal Proceedings

None



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

None.
<PAGE>
PART II


Item 5.           Market for Registrant's Common Equity and 
                 Related Stockholder Matters.

There is no developed public market for the Units of Registrant.

As of March 1, 1998, there were approximately  10,200 record holders of Units of
Registrant, owning an aggregate of 300,005 Units.

During the past two years, Registrant made the following cash distributions with
respect to the Units to holders  thereof as of the dates set forth  below in the
amounts set forth opposite such dates:
<TABLE>
<CAPTION>
   Distribution with respect           
   to Quarter Ended                        Amount of Distribution Per Unit(1)
   ----------------                        ----------------------------------
                                               1997                  1996
<S>                                       <C>                   <C>
   March 31                               $        2.30         $        2.50
   June 30                                $        -            $        2.35
   September 30                           $        -            $        2.50
   December 31                            $        -            $        2.50
</TABLE>


 (1)     The amounts listed represent  distributions of cash from operations and
         cash from sales.  Reference  is made to the  Partnership  Agreement  of
         Registrant,  included as Exhibit A to the  Prospectus,  for information
         with respect to the determination of cash from operations and cash from
         sales.

See Item 7,  "Management's  Discussion  and Analysis of Financial  Condition and
Results of  Operations"  for  additional  information  relating to  Registrant's
ability to make future cash distributions.

<PAGE>
Item 6.           Selected Financial Data
<TABLE>
<CAPTION>
                                                                  Year ended December 31,

                                        1997              1996             1995              1994              1993
                                ---------------  ----------------   --------------    --------------   ----------------
<S>                             <C>              <C>                <C>               <C>              <C>
Revenues (1)                    $     3,069,420  $      3,274,777   $    4,794,552    $   10,230,235   $     12,557,663
Net Income (Loss)
    (1) (2) (3) (4)             $       640,155  $        235,176   $    1,732,664    $    2,258,086   $     (5,791,665)
Net income (Loss)
    Per Unit (1) (2) (3) (4)    $          2.11  $           .78    $         5.72    $         7.45   $         (19.11)
Distribution Per Unit           $          2.30  $          9.85    $        36.00    $        19.50   $          30.00
Total Assets                    $    14,617,887  $     15,492,237   $   19,014,283    $   29,268,853   $     37,307,008
Long-Term Obligations           $          -     $           -      $         -       $         -      $      3,725,300
Total Partners' Equity          $    14,328,029  $     14,384,855   $   17,134,577    $   26,311,188   $     29,962,292
</TABLE>


(1)      Included in these amounts are $198,047,  $218,863,  $380,660,  $225,255
         and $138,460 of interest  income from  short-term  investments  for the
         years ended December 31, 1997, 1996, 1995, 1994 and 1993, respectively.
         Additionally,  revenues  include  interest income from leases accounted
         for under the financing method of $776, $43,006, $251,463 and $405,470,
         for  the  years  ended  December  31,  1996,   1995,   1994  and  1993,
         respectively. Such amounts are included in Net Income (Loss).

(2)      Reflected  in such amounts are  provisions  for  equipment  impairments
         aggregating $50,000, $8,000, $1,740,000 and $11,805,000,  for the years
         ended  December  31,  1996,  1995,  1994 and 1993,  respectively,  with
         respect to certain equipment.

(3)      Included in such  amounts  are gains  (losses)  on the  disposition  of
         equipment of $10,597, $(46,643), $562,932, $54,420 and $248,275 for the
         years ended December 31, 1997, 1996, 1995, 1994 and 1993, respectively.
         Additionally,  the  Registrant  realized  a gain  from  the sale of the
         marketable securities of $398,377 for the year ended December 31, 1995.

(4)      Included  in such  amounts  are  provisions  for  doubtful  accounts of
         $202,626 and  $994,660 for the years ended  December 31, 1994 and 1993,
         respectively.  In  addition,  included in such  amounts is other income
         relating  to  net  proceeds,  received  as a  result  of  a  bankruptcy
         settlement, of $1,770,419 for the year ended December 31, 1993.

         See Item 8, "Financial  Statements and  Supplemental  Data" and Item 7,
         "Management's  Discussion  and  Analysis  of  Financial  Condition  and
         Results of  Operations,"  for a discussion of certain  dispositions  of
         equipment  which  might  cause  the  data  reflected  herein  not to be
         indicative of  Registrant's  future  financial  condition or results of
         operations.
<PAGE>
Item 7.      Management's Discussion and Analysis of Financial Condition 
             and Results of Operations

Liquidity and Capital Resources

In May 1992, the Board of Directors of the Managing General Partner decided that
it was in the  best  interest  of  Registrant  and its  investors  to  terminate
Registrant's  policy of  reinvesting  in additional  equipment and to distribute
thereafter cash from  operations and sales not required as reserves,  commencing
with the quarter ended June 30, 1992.  This was due to the lower cash flow level
caused by the  decline in lease  rates  compounded  by higher  than  anticipated
technological obsolescence resulting in lower residual values, as well as by the
weakness in the airline industry resulting in financial difficulties for various
lessees and a decline in the value of all of Registrant's aircraft. Acquisitions
during the years ended  December  31,  1996 and 1995 were made to satisfy  prior
purchase  commitments,  including  modifications  made to certain  aircraft  and
upgrades to equipment currently on lease.

The  leasing  arrangements  entered  into  by  Registrant  with  respect  to its
equipment  generally provide for fixed or minimum rentals,  and as such, provide
reasonable  assurance  that  all  of  Registrant's   operating  needs,  such  as
administrative costs and management fees, will be met in the foreseeable future.

During  1997,  Registrant  generated   distributable  cash  from  operations  of
approximately  $4,183,000 or  approximately  $ 13.80 per Unit and  distributable
cash  from  sales of  approximately  $10,600  or  approximately  $.03 per  Unit.
Registrant  made cash  distributions  to limited  partners  in 1997 of $2.30 per
Unit,  which was  consistent  with the May 1992 decision to distribute  all cash
generated not required for  reserves.  As of December 31, 1997,  Registrant  had
operating  reserves of  approximately  $4,536,000 (or  approximately  $14.97 per
Unit) which was comprised of  undistributed  cash from  operations  and sales of
approximately  $3,036,000, as well as the original working capital of $1,500,000
(1% of original offering  proceeds).  Although expense levels have been reduced,
Registrant  anticipates that most of its future  administrative  expenses (i.e.,
accounting and investor services including printing) are fixed and thus will not
decrease  significantly  during  Registrant's  future operating  periods.  Other
expenses  such as insurance  and fees to  affiliates  will  decline  during such
period.

During 1998,  excluding  rents on a  month-to-month  basis and future  renewals,
Registrant anticipates receiving  approximately  $1,962,000 of rentals generated
by  non-cancelable  leases  accounted for as operating  leases which  represents
approximately  $6.48 per Unit.  The  foregoing  per Unit amount does not reflect
deductions  for operating  expenses and is not  sufficient to maintain  previous
distribution  levels.  Distribution  levels may fluctuate based upon remarketing
success,  the  proceeds  generated by the sales of  significant  assets (such as
aircraft)  and  requirements  for operating  reserves,  if any. Of the foregoing
rentals,  approximately  $1,962,000  is  associated  with leases with firm terms
ending in 1998.  Additionally,  equipment with an original cost of approximately
$1,969,000 was off-lease (fully depreciated at December 31, 1997).

Set forth below is a description of various transactions which have impacted the
liquidity of Registrant during 1997 and 1996:
<PAGE>
(i)      The  Registrant  anticipates  that it  will  encounter  competition  in
         attempting to sell the Hawaiian  Engines due to their condition as well
         as due to a surplus in the market  with  respect  to such  engines.  In
         November  1997,   Registrant  sold  certain  engine  components  to  an
         unaffiliated third party for net sale proceeds aggregating $6,737. Such
         equipment,  net of  allowances  for  equipment  impairment  aggregating
         $1,427,250 previously provided, has a zero carrying value when sold.

         At December 31,  1997,  the Hawaiian  Engines  (net of  allowances  for
         equipment impairment  aggregating  $1,167,750 previously provided) were
         fully depreciated.

(ii)     On March 31, 1993,  the Registrant  leased two Boeing  727-227  Advance
         aircraft to Continental  Airlines,  Inc.  ("Continental") for a term of
         approximately  69 months  to be used by  Continental's  Air  Micronesia
         operation (the "Air Mike Leases").

         Such  aircraft  had been  originally  leased to Alaska  Airlines,  Inc.
         ("Alaska")  through August 14, 1992. In conjunction  with the return of
         such aircraft,  it was determined that certain  physical  attributes of
         the aircraft  exceeded the related minimum return  conditions  provided
         for  in  the  leases.   As  a  result,   the  Registrant   paid  Alaska
         approximately  $647,000 to reflect the enhanced  value of the aircraft.
         Such amount has been  reflected on the balance sheets on a gross basis,
         net of  amortization,  at December 31, 1997 and 1996, as Deferred Costs
         and  will  be  amortized  over  the  term  of the  lease  renewal  with
         Continental.

         Each Air Mike  Lease  provides  for a  monthly  base  rent of  $69,250,
         subject  to  adjustments   for  rental  credits   relating  to  initial
         modifications  (the  "Initial  Modifications")  which  include  Traffic
         Collision Avoidance Systems, windshear detection and upgraded avionics,
         aggregating   approximately   $1,308,000   for  both   aircraft.   Such
         modifications  were funded by  Continental  and are being repaid by the
         Registrant   through  the  application  of  rental  credits  such  that
         Continental will recoup the aggregate cost of the Initial Modifications
         over a 36-month period with interest at 9.31% per annum. As of December
         31, 1997, the remaining balance of credits to be applied by Continental
         towards  such  modification  costs was  approximately  $100,000  and is
         included on the balance sheets as Deferred Aircraft Upgrade Payable.

         In addition,  Continental has made certain other  modifications  to the
         aircraft  which the  Registrant  has  agreed to provide  financing  for
         through  credits  ("Lessor  Financing  Credits")  against  base  rental
         payments  due  under  the Air Mike  Leases.  The  lessee  is  currently
         repaying Lessor  Financing  Credits through monthly  payments which are
         being amortized at the rate of 9.31% per annum over 36 months.  Through
         December 31, 1997, the Registrant  had provided  financing  aggregating
         approximately  $1,443,000.  Such  amount,  net of amounts  repaid,  was
         reflected on the balance sheet at December 31, 1997 as Note Receivable.

         At  December  31,  1997,  the  net  carrying  value  of  both  aircraft
         aggregated  approximately  $7,216,000  (net of allowances for equipment
         impairment  aggregating  approximately  $10,000,000  provided  in prior
         periods).
<PAGE>
(iii)    On  November  30,  1994,  the  leases  with  Southwest  Airlines,   Co.
         ("Southwest") of two Boeing 737-200 aircraft (the "Southwest Aircraft")
         were scheduled to expire in accordance with their original  terms.  The
         associated  nonrecourse  debt was repaid  upon the receipt of the final
         rental  installment  for the  initial  lease  term.  Southwest  and the
         Registrant agreed to extend  Southwest's leases for one additional year
         for a monthly rent of approximately  28% of the original lease rate. On
         November 30, 1995, the extension with Southwest was scheduled to expire
         in accordance with its terms,  and Southwest and the Registrant  agreed
         to extend the leases for two  additional  years at 125% of the  current
         lease  rate.  Registrant  and  Southwest  have  agreed to a short  term
         extension of the leases to facilitate  the return of the  aircraft.  In
         January  1998,  one of the  aircraft  was  returned  and the  second is
         scheduled  to  be  returned  in  June  1998.   Registrant  is  actively
         remarketing the aircraft.  At December 31, 1997, the net carrying value
         of the Southwest Aircraft aggregated  approximately  $2,464,000 (net of
         allowances   for  equipment   impairment   aggregating  of  $10,400,000
         previously provided).

As of December 31, 1997,  Registrant  was the owner of four aircraft and related
engines as well as one additional  aircraft engine and components,  which in the
aggregate  represented  100% of its  remaining  equipment,  on an original  cost
basis.   Such  aircraft  and  engine  had  an  original  cost  of  approximately
$54,413,000  (net carrying value of  approximately  $9,679,000).  All associated
nonrecourse debt related to the aircraft has been repaid.

The  substantial  costs  required  to  maintain  and bring  used  aircraft  into
compliance with FAA noise and maintenance  requirements  are the primary factors
which have adversely  affected the narrow body aircraft  market.  Registrant has
encountered competition in attempting to re-lease its aircraft as they have come
off lease due to a surplus in the market of narrow-body aircraft similar to four
of the aircraft owned by  Registrant.  Additionally,  there is competition  from
newer  and more  fuel  efficient  aircraft,  which  comply  with  the FAA  noise
requirements.  Registrant  also believes that as a result of the factors  listed
above there has been a significant  decline in the re-sale value of  narrow-body
aircraft.

As Registrant's aircraft come off-lease, Registrant may need to use a portion of
its operating  reserves and/or its cash flow, which would otherwise be available
for distribution,  to upgrade or enhance these aircraft if Registrant determines
that  such  expenditures  are in its best  interest  in order  to  maximize  the
remarketing  value.  Registrant is currently  evaluating  strategies,  including
potential  engine  upgrades to conform to regulations  covering  maintenance and
upgrading of aging aircraft.  Registrant's ability to make distributions will be
impacted by its obligation to pay such costs.

During 1997,  Registrant sold or disposed of equipment  originally purchased for
prices  aggregating  approximately  $2,600,000 and which had a zero net carrying
value at the time of  disposition  (net of allowances  for equipment  impairment
aggregating  approximately  $1,452,000  provided with respect to such equipment)
for net sale proceeds of approximately $10,600, or approximately $.03 per Unit.

At the present time, the level of fees payable to IREG for services  rendered to
Registrant and other affiliated equipment leasing partnerships is declining. The
effect of this  situation  cannot be  determined at this point.  The  management
agreements between Registrant and IREG may be terminated by either party to such
agreements.
<PAGE>
Inflation and changing  prices have not had any material  effect on Registrant's
revenues since its inception nor does Registrant  anticipate any material effect
on its business from these factors.
 
Year 2000

Costs  associated  with the year 2000  conversion  are not  expected to have any
impact on the Registrant's operations.

Results of Operations - 1997 as Compared to 1996

Rental revenues  decreased by  approximately  6% for the year ended December 31,
1997 as compared to the year ended  December 31, 1996,  due to the expiration of
certain leases in accordance with the original terms of such leases,  as well as
the sale or disposition of certain equipment during 1996 and 1997.

Interest income decreased by approximately  10% for 1997, as compared to 43% for
1996,  primarily because of lower balances  available for investment in 1997 and
decreased  payments  by Air Mike  with  regard  to  certain  loans as  discussed
previously.

Operating  expenses  increased by approximately 8% for 1997 as compared to 1996,
due to  the  increase  in  expenses  relating  to the  return  of the  Southwest
Aircraft.

Fees to affiliates  decreased by  approximately  35% for 1997 as compared to 34%
for 1996,  due primarily to a decrease in equipment  management  fees  resulting
from the reduction in rentals (which include  operating and financing leases) on
which such fees are based.

Depreciation  expense decreased by approximately 19% for 1997 as compared to 27%
for  1996,  due to the  disposition  or sale of  certain  equipment  during  and
subsequent  to 1996,  as well as to the fact that  certain  equipment  was fully
depreciated during or prior to 1997.

Additionally,  Registrant  did not provide  allowances  for equipment in 1997 as
compared to providing a provision of $50,000 in 1996,  to recognize  the loss in
value of certain  telephone  equipment and equipment for management  information
systems.

General  and  administrative  expenses  increased  4% for 1997 as  compared to a
decrease of 16% for the 1996, primarily due to an increase in legal fees.

Registrant did not incur any interest expense for 1997 as compared to a decrease
of 82% for 1996, due to the reduction of financed rent credits given to Air Mike
in 1996.

Registrant  recognized aggregate net gains of approximately $11,000 for 1997 and
aggregate net losses of  approximately  $47,000 for 1996, in connection with its
sales  of  equipment.  During  1997,  Registrant  sold  equipment  which  it had
originally  purchased for purchase prices aggregating  approximately  $2,600,000
inclusive of associated  acquisition  fees, for net sales  proceeds  aggregating
approximately $10,600. 

The principal reasons for the change in Registrant's net income of approximately
$640,000  recognized  for 1997 as  compared  to the net income of  approximately
$235,000 recognized for 1996 are:
<PAGE>
(i)      the  reduction in rental  revenue,  approximately  $2,876,000  for 1997
         compared to  approximately  $3,052,000 for 1996, as well as a reduction
         on interest  income  recognized of  approximately  $198,000 for 1997 as
         compared with approximately $219,000 for 1996; and

(ii)     the decrease  with regard to (losses)  gains on the sale of  equipment,
         approximately  $11,000  for 1997  compared  to a loss of  approximately
         $(47,000) for 1996; offset by

(iii)    the decrease in depreciation,  fees to affiliates, interest expense and
         equipment  impairment  expense  offset by an  increase  in general  and
         administrative and operating expenses.

Results of Operations - 1996 as Compared to 1995

Rental revenues  decreased by approximately  30% for the year ended December 31,
1996 as compared to the year ended  December 31, 1995,  due to the expiration of
certain  leases in  accordance  with the original  terms of such leases (some of
which were  renewed at lower  lease  rates in  accordance  with  current  market
conditions),  as well as to the sale or disposition of certain  equipment during
1995 and 1996.

Interest income  decreased by  approximately  43% for 1996, as compared to 1995,
primarily  because  of higher  balances  available  for  investment  in 1995 and
decreased  payments  by Air Mike  with  regard  to  certain  loans as  discussed
previously.

Interest income on financing leases  decreased by approximately  98% for 1996 as
compared to 1995 due to the  expiration  of all such leases in  accordance  with
their original terms subsequent to 1995.

Operating  expenses decreased by approximately 15% for 1996 as compared to 1995,
due to the increase in expenses relating to the return and storage of two Shorts
360 Aircraft in 1995. These Aircraft were sold in April 1995.

Fees to affiliates  decreased by approximately 34% for 1996 as compared to 1995,
due  primarily to a decrease in equipment  management  fees  resulting  from the
reduction in rentals  (which  include  operating and financing  leases) on which
such fees are based.

Depreciation  expense  decreased  by  approximately  27% for 1996 as compared to
1995, due to the disposition or sale of certain  equipment during 1995 and 1996,
as well as to the fact that certain  equipment was fully  depreciated  during or
prior to 1996.

Additionally,  Registrant provided allowances for equipment  aggregating $50,000
and $8,000 for 1996 and 1995,  respectively,  to recognize  the loss in value of
certain telephone equipment and equipment for management information systems.

General and administrative  expenses decreased 16% for 1996 as compared to 1995,
primarily due to a decrease in reimbursements due to less personnel.

Interest expense  decreased by  approximately  82% for 1996 as compared to 1995,
due to the reduction of financed rent credits given to Air Mike in 1996.

Realized gain on the sale of marketable securities was approximately $398,000 in
1995.  The gain  represents  the  settlement  of  general  unsecured  claims the
Registrant  had  against  Hawaiian  Airlines.  Hawaiian  issued  the  Registrant
approximately  86,000 shares of Class A Common stock in the reorganized Hawaiian
Airlines.
<PAGE>
Registrant recognized aggregate net (loss)/gains of approximately  $(47,000) and
$563,000  for 1996 and  1995,  respectively,  in  connection  with its  sales of
equipment.  During  1996,  Registrant  sold  equipment  which it had  originally
purchased for purchase  prices  aggregating  approximately  $2,384,000 (of which
approximately  $413,000 had been accounted for as financing leases) inclusive of
associated  acquisition  fees,  for  sales  proceeds  aggregating  approximately
$249,000.

The principal reasons for the change in Registrant's net income of approximately
$235,000  recognized  for 1996 as  compared  to the net income of  approximately
$1,733,000 recognized for 1995 are:

(i)      the  reduction in rental  revenue,  approximately  $3,052,000  for 1996
         compared to  approximately  $4,366,000 for 1995, as well as a reduction
         on interest  income  recognized of  approximately  $219,000 for 1996 as
         compared with approximately $381,000 for 1995; and

(ii)     the decrease  with regard to (losses)  gains on the sale of  equipment,
         approximately $(47,000) for 1996 compared to approximately $563,000 for
         1995,  and  approximately  $398,000  recognized in 1995 for the gain on
         sale of  marketable  securities  with regard to the  settlement  of the
         unsecured Hawaiian claims; offset by

(iii)    the  decrease  in  depreciation,   fees  to  affiliates,   general  and
         administrative  interest  expense and operating  expense,  offset by an
         increase in equipment impairment expense.
<PAGE>
Item 8.           Financial Statements and Supplemental Data.

                        NATIONAL LEASE INCOME FUND 6 L.P.

                              FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995


                                      INDEX

                                                          
                                                          

Independent Auditor's Report                              

Financial statements - years ended
  December 31, 1997, 1996 and 1995

      Balance sheets                                      
      Statements of income                                
      Statement of partners' equity                       
      Statements of cash flows                            
      Notes to financial statements                       

Schedule:

       II -- Valuation and Qualifying Accounts            

All other schedules have been omitted  because they are  inapplicable or because
they are included in the financial statements or notes thereto.
<PAGE>



                        NATIONAL LEASE INCOME FUND 6 L.P.

                              FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995













<PAGE>
To the Partners of
National Lease Income Fund 6 L.P.
Greenwich, Connecticut

                          INDEPENDENT AUDITOR'S REPORT

We have audited the accompanying  balance sheets of National Lease Income Fund 6
L.P. (a limited  partnership)  as of December 31, 1997 and 1996, and the related
statements  of  income,  partners'  equity  and cash flows for each of the three
years in the period  ended  December  31,  1997.  Our audits also  included  the
financial statement schedule listed in the Index at Item 14(a)2. These financial
statements and the financial  statement  schedule are the  responsibility of the
Partnership's  management.  Our responsibility is to express an opinion on these
financial statements and financial statement schedule based on our audits.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of National Lease Income Fund 6
L.P. as of December 31, 1997 and 1996, and the results of its operations and its
cash flows for each of the three years in the period ended  December 31, 1997 in
conformity with generally accepted accounting principles.  Also, in our opinion,
such  financial  statement  schedule,  when  considered in relation to the basic
financial statements taken as a whole,  presents fairly in all material respects
the information set forth therein.




/s/Hays & Company
-----------------
Hays & Company


February 16, 1998
New York, New York
<PAGE>
<TABLE>
<CAPTION>
                                NATIONAL LEASE INCOME FUND 6 L.P.

                                          BALANCE SHEETS

                                                                              December 31,
                                                                      ---------------------------
                                                                          1997            1996
                                                                      -----------     -----------
<S>                                                                   <C>             <C>
ASSETS

     Leased equipment - net .....................................     $ 9,679,601     $11,477,127
     Equipment held for lease or sale - net .....................            --              --
     Cash and cash equivalents ..................................       4,796,456       3,481,745
     Deferred costs .............................................         112,161         224,677
     Other receivables and prepaid expenses .....................          26,188          34,612
     Note receivable ............................................           3,481         271,288
     Accounts receivable ........................................            --             2,788
                                                                      -----------     -----------

                                                                      $14,617,887     $15,492,237
                                                                      ===========     ===========


LIABILITIES AND PARTNERS' EQUITY

Liabilities
     Deferred aircraft upgrade payable ..........................     $   100,000     $   100,000
     Accounts payable and accrued expenses ......................         120,608         109,017
     Deferred income ............................................          69,250          69,250
     Distributions payable ......................................            --           757,588
     Due to affiliates ..........................................            --            71,527
                                                                      -----------     -----------

        Total liabilities .......................................         289,858       1,107,382
                                                                      -----------     -----------

Commitments and contingencies (Note 3, 4, 5, 6, 9 and 14)

Partners' equity
     Limited partners' equity (as restated) (300,005 units issued
        and outstanding) ........................................      14,174,898      14,231,157
     General partners' equity (as restated) .....................         153,131         153,698
                                                                      -----------     -----------

        Total partners' equity ..................................      14,328,029      14,384,855
                                                                      -----------     -----------

                                                                      $14,617,887     $15,492,237
                                                                      ===========     ===========

</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                 NATIONAL LEASE INCOME FUND 6 L.P.

                                        STATEMENTS OF INCOME


                                                               Year ended December 31,
                                                     ---------------------------------------------
                                                         1997             1996             1995
                                                     -----------      -----------      -----------
<S>                                                  <C>              <C>              <C>      
Revenues
     Rental ....................................     $ 2,875,508      $ 3,051,681      $ 4,366,436
     Interest
        Other ..................................         198,047          218,863          380,660
        Financing leases .......................            --                776           43,006
     Other .....................................          (4,135)           3,457            4,450
                                                     -----------      -----------      -----------

                                                       3,069,420        3,274,777        4,794,552
                                                     -----------      -----------      -----------
Costs and expenses
     Depreciation ..............................       1,797,526        2,226,515        3,041,304
     General and administrative ................         237,974          229,571          271,718
     Operating .................................         231,105          213,307          251,914
     Fees to affiliates ........................         173,257          265,386          403,747
     Interest ..................................            --              8,179           46,514
     Provision for equipment impairment ........            --             50,000            8,000
                                                     -----------      -----------      -----------

                                                       2,439,862        2,992,958        4,023,197
                                                     -----------      -----------      -----------

                                                         629,558          281,819          771,355
                                                     -----------      -----------      -----------

Gain (loss) on sale of equipment - net .........          10,597          (46,643)         562,932
Realized gain from sale of marketable securities            --               --            398,377
                                                     -----------      -----------      -----------

                                                          10,597          (46,643)         961,309
                                                     -----------      -----------      -----------

Net income .....................................     $   640,155      $   235,176      $ 1,732,664
                                                     ===========      ===========      ===========

Net income attributable to
     Limited partners ..........................     $   633,753      $   232,824      $ 1,715,337
     General partners ..........................           6,402            2,352           17,327
                                                     -----------      -----------      -----------

                                                     $   640,155      $   235,176      $ 1,732,664
                                                     ===========      ===========      ===========
Net income per unit of limited partnership
     interest (300,005 units outstanding) ......     $      2.11      $       .78      $      5.72
                                                     ===========      ===========      ===========
</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                 NATIONAL LEASE INCOME FUND 6 L.P.

                                   STATEMENT OF PARTNERS' EQUITY

                            YEARS ENDED DECEMBER 31, 1995, 1996 AND 1997


                                                     Limited           General           Total
                                                    Partners'          Partners'        Partners'
                                                     Equity             Equity           Equity
                                                  ------------      ------------      ------------
<S>                                               <C>               <C>               <C>

Balance, January 1, 1995 ....................     $ 27,538,250      $ (1,227,062)     $ 26,311,188

Reallocation of partners' equity (Note 7) ...       (1,500,025)        1,500,025              --
                                                  ------------      ------------      ------------

Balance, January 1, 1995 (as restated) ......       26,038,225           272,963        26,311,188

Net income - 1995 ...........................        1,715,337            17,327         1,732,664

Distributions to partners ($36.00 per limited
     partnership unit) ......................      (10,800,180)         (109,095)      (10,909,275)
                                                  ------------      ------------      ------------

Balance, December 31, 1995 (as restated) ....       16,953,382           181,195        17,134,577

Net income - 1996 ...........................          232,824             2,352           235,176

Distributions to partners ($9.85 per limited
     partnership unit) ......................       (2,955,049)          (29,849)       (2,984,898)
                                                  ------------      ------------      ------------

Balance, December 31, 1996 (as restated) ....       14,231,157           153,698        14,384,855

Net income - 1997 ...........................          633,753             6,402           640,155

Distributions to partners ($2.30 per limited
     partnership unit) ......................         (690,012)           (6,969)         (696,981)
                                                  ------------      ------------      ------------

Balance, December 31, 1997 ..................     $ 14,174,898      $    153,131      $ 14,328,029
                                                  ============      ============      ============
</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                       NATIONAL LEASE INCOME FUND 6 L.P.

                                            STATEMENTS OF CASH FLOWS

                                                                           Year ended December 31,
                                                              ------------------------------------------------
                                                                   1997              1996              1995
                                                              ------------      ------------      ------------
<S>                                                           <C>               <C>               <C>
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS

Cash flows from operating activities
     Net income .........................................     $    640,155      $    235,176      $  1,732,664
     Adjustments to reconcile net income to net
       cash provided by operating activities
        Depreciation ....................................        1,797,526         2,226,515         3,041,304
        Amortization of deferred costs ..................          112,516           112,516           112,516
        (Gain) loss on sale of equipment - net ..........          (10,597)           46,643          (562,932)
        Realized gain from sale of marketable securities              --                --            (398,377)
        Provision for equipment impairment ..............             --              50,000             8,000
     Changes in assets and liabilities
        Other receivables and prepaid expenses ..........            8,424            (3,507)          (15,779)
        Accounts receivable .............................            2,788             3,840           294,843
        Accounts payable and accrued expenses ...........           11,591              (748)          (40,911)
        Deferred income .................................             --             (41,603)           41,603
        Due to affiliates ...............................          (71,527)           47,786             6,813
        Accrued interest payable ........................             --                --            (169,524)
                                                              ------------      ------------      ------------
                Net cash provided by operating activities        2,490,876         2,676,618         4,050,220
                                                              ------------      ------------      ------------
Cash flows from investing activities
     Purchase of leased equipment - upgrades ............             --            (261,539)         (550,052)
     Proceeds from disposition of leased equipment ......           10,597           249,161         6,550,722
     Note receivable collections ........................          267,807           499,496           352,893
     Minimum lease payments received on financing
        leases, net of interest earned ..................             --               8,300           241,170
     Other non-operating payments .......................             --             (61,667)          (62,852)
     Proceeds from sale of marketable securities ........             --                --             398,377
                                                              ------------      ------------      ------------
                Net cash provided by investing activities          278,404           433,751         6,930,258
                                                              ------------      ------------      ------------
Cash flows from financing activities
     Distributions to partners ..........................       (1,454,569)       (3,439,451)      (11,212,304)
                                                              ------------      ------------      ------------
Net increase (decrease) in cash and
     cash equivalents ...................................        1,314,711          (329,082)         (231,826)
Cash and cash equivalents, beginning of year ............        3,481,745         3,810,827         4,042,653
                                                              ------------      ------------      ------------
Cash and cash equivalents, end of year ..................     $  4,796,456      $  3,481,745      $  3,810,827
                                                              ============      ============      ============

Supplemental disclosure of cash flow information
     Interest paid ......................................     $       --        $      8,179      $    216,038
                                                              ============      ============      ============
</TABLE>
See notes to financial statements.
<PAGE>
                        NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995


1      ORGANIZATION

      National Lease Income Fund 6 L.P., (the  "Partnership"),  was formed as of
      July 11, 1986, under the Delaware Revised Uniform Limited  Partnership Act
      for the purpose of engaging in the  business of  investing  in and leasing
      equipment. The Partnership will terminate on December 31, 2010, or sooner,
      in accordance with the terms of the Agreement of Limited  Partnership (the
      "Limited Partnership Agreement").

      Limited  partners' units were  originally  issued at a price value of $500
      per unit. A total of 300,005  units of limited  partnership  interest were
      issued for aggregate capital  contributions of $150,002,500.  In addition,
      the general partners contributed a total of $9,950 to the Partnership.

      In May 1992, the Board of Directors of ALI Equipment Management Corp., the
      managing general partner of the Partnership,  decided that the Partnership
      would  discontinue  reinvestment  in additional  equipment and  thereafter
      distribute  cash  from  operations  and  sales not  required  as  reserves
      commencing with the quarter ended June 30, 1992. This was due to the lower
      cash flow level,  caused by lower lease rates,  compounded  by higher than
      anticipated technological obsolescence resulting in lower residual values,
      as well as by the weakness in the airline  industry  resulting in problems
      for various lessees and a decline in the value of all of the Partnership's
      aircraft.

      Acquisitions  of  equipment  during the years ended  December 31, 1996 and
      1995  were  made  to  satisfy   prior   purchase   commitments   including
      modifications made to certain aircraft and upgrades to equipment currently
      on lease.

2      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Leases

      The  Partnership  accounts  for all of its leases in  accordance  with the
      operating and financing methods.  For operating leases,  rental revenue is
      recognized on a straight-line basis and expenses (including  depreciation)
      are charged to operations  as incurred.  For  financing  leases,  unearned
      income is  recognized as revenue over the  respective  lease term so as to
      produce a constant rate of return on the net investment.

      Leased equipment and equipment held for lease or sale

      The  cost of  leased  equipment  and  equipment  held  for  lease  or sale
      represents  the initial  cost of the  equipment  to the  Partnership  plus
      miscellaneous  acquisition and closing costs,  and is carried at the lower
      of depreciated cost or net realizable value.
<PAGE>
                        NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

2      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

      Leased equipment and equipment held for lease or sale (continued)

      Depreciation is computed using the straight-line method over the estimated
      useful  lives of such assets  (five  years for  equipment  for  management
      information  systems,  eight years for telephone equipment and aerial lift
      platforms,  12 years for  intercity  buses and 13 to 18 years for aircraft
      and  aircraft-related   equipment).   The  Partnership  capitalizes  major
      additions to its aircraft and depreciates such capital  improvements  over
      the remaining estimated useful life of such aircraft.

      When equipment is sold or otherwise  disposed of, the cost and accumulated
      depreciation  (and any related  allowance  for equipment  impairment)  are
      removed from the accounts and any gain or loss on such sale or disposal is
      reflected in  operations.  Normal  maintenance  and repairs are charged to
      operations as incurred.  The Partnership provides allowances for equipment
      impairment  based  upon  a  quarterly  review  of  all  equipment  in  its
      portfolio,  when  management  believes that,  based upon market  analysis,
      appraisal  reports and leases  currently in place with respect to specific
      equipment, the investment in such equipment may not be recoverable.

      The allowance is inherently subjective and is based upon management's best
      estimate of current  conditions  and  assumptions  about  expected  future
      conditions.   The  Partnership  may  provide  for  additional   losses  in
      subsequent years and such provisions could be material.

      Financial statements

      The  financial  statements  include only those  assets,  liabilities,  and
      results of operations which relate to the business of the Partnership.

      Cash and cash equivalents

      For the purpose of the statements of cash flows, the Partnership considers
      all short-term  investments which have original maturities of three months
      or less to be cash equivalents.

      Substantially all of the Partnership's  cash and cash equivalents are held
      at one financial institution.

      Fair value of financial instruments

      The fair value of  financial  instruments  is  determined  by reference to
      market  data  and  other   valuation   techniques  as   appropriate.   The
      Partnership's  financial instruments include cash and cash equivalents and
      a note receivable. Unless otherwise disclosed, the fair value of financial
      instruments approximates their recorded values.
<PAGE>
                        NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

2      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

      Note receivable

      Note  receivable  represents  financing  provided by the  Partnership to a
      lessee of certain aircraft for modifications  made to such aircraft.  Such
      note is being repaid with interest at a rate of 9.31% per annum.

      Deferred costs

      Deferred costs represent the payment made by the  Partnership,  based upon
      the  terms  of  a  certain  lease,  for  maintenance  which  enhanced  the
      marketability  with  respect to the return of certain  aircraft  leased to
      Alaska Airlines,  Inc.  Deferred costs are amortized over the terms of the
      remarketed lease.

      Deferred aircraft upgrade payable

      Deferred  aircraft  upgrade payable  represents  obligations for upgrades,
      relating to certain  aircraft,  which had been  acquired and in service at
      such date.

      Deferred income

      Deferred  income is comprised of the unearned  portion of advance  rentals
      received with respect to the leases of certain equipment.

      Net income and distributions per unit of limited partnership interest

      Net income and distributions per unit of limited partnership  interest are
      computed based upon the number of units  outstanding  (300,005) during the
      year.

      Income taxes

      No  provisions  have been made for federal,  state and local income taxes,
      since they are the personal responsibility of the partners.

      The income tax returns of the  Partnership  are subject to  examination by
      federal,  state and local  taxing  authorities.  Such  examinations  could
      result in adjustments to  Partnership  income,  which changes could effect
      the income tax liability of the individual partners.

      Reclassifications

      Certain reclassifications have been made to the financial statements shown
      for  the  prior  years  in  order  to  conform  to  the   current   year's
      classifications.
<PAGE>
                        NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

2      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

      Estimates

      The  preparation  of financial  statements  in conformity  with  generally
      accepted  accounting  principles requires management to make estimates and
      assumptions that affect the reported amounts of assets and liabilities and
      disclosure  of  contingent  assets  and  liabilities  at the  date  of the
      financial  statements  and the  reported  amounts of revenues and expenses
      during the  reporting  period.  Actual  results  could  differ  from those
      estimates.

      Recently issued accounting pronouncements

      The Financial  Accounting  Standards Board has recently issued several new
      accounting  pronouncements.   Statement  No.  128,  "Earnings  Per  Share"
      established standards for computing and presenting earnings per share, and
      became  effective  for  financial  statements  for both interim and annual
      periods ending after December 15, 1997.  Statement No. 129, "Disclosure of
      Information about Capital Structure"  established standards for disclosing
      information about an entity's capital structure,  and became effective for
      financial statements for periods ending after December 15, 1997. Statement
      No.  130,  "Reporting  Comprehensive  Income"  establishes  standards  for
      reporting and display of comprehensive  income and its components,  and is
      effective for fiscal years  beginning  after December 15, 1997.  Statement
      No.  131,  "Disclosures  about  Segments  of  an  Enterprise  and  Related
      Information"  establishes  standards  for the  way  that  public  business
      enterprises   report   information  about  operating  segments  in  annual
      financial  statements and requires that those enterprises  report selected
      information  about operating  segments in interim financial reports issued
      to  shareholders.  It also establishes  standards for related  disclosures
      about products and services, geographic areas, and major customers, and is
      effective for financial  statements for periods  beginning  after December
      15, 1997.

      Management  of the  Partnership  does not believe that these new standards
      have,  or  will  have a  material  effect  on the  Partnership's  reported
      operating results, per unit amounts, financial position or cash flows.

3      CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES

      The corporate  general partner of the Partnership,  ALI Capital Corp. (the
      "Corporate  General  Partner"),   the  managing  general  partner  of  the
      Partnership,  ALI Equipment Management Corp. ("Equipment  Management") and
      Integrated  Resources  Equipment  Group,  Inc.  ("IREG") were wholly owned
      subsidiaries of Integrated Resources, Inc. ("Integrated") through November
      2, 1994.  On  November  3, 1994,  as a result of the  consummation  of the
      reorganization   plan  relating  to  Integrated's   bankruptcy,   indirect
      ownership of the Corporate General Partner,  Equipment Management and IREG
      was purchased by Presidio Capital Corp. ("Presidio").  Z Square G Partners
      II, was the associate general partner of the Partnership, through February
<PAGE>
                        NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

 
3      CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES (continued)

      27, 1995.  On February 28, 1995,  Presidio  Boram Corp.,  a subsidiary  of
      Presidio, became the associate general partner. Other limited partnerships
      and similar investment  programs have been formed by Equipment  Management
      or its  affiliates to acquire  equipment  and,  accordingly,  conflicts of
      interest  may  arise  between  the  Partnership  and  such  other  limited
      partnerships.  Affiliates  of  Equipment  Management  have also engaged in
      businesses  related to the management of equipment and the sale of various
      types of equipment and may transact business with the Partnership.

      Subject  to  the  rights  of  the  Limited   Partners  under  the  Limited
      Partnership  Agreement,  Presidio will control the Partnership through its
      direct or indirect ownership of all of the shares of Equipment Management,
      the Corporate  General Partner and, as of February 28, 1995, the associate
      general  partner.  On August 28, 1997,  an affiliate of NorthStar  Capital
      Partners  acquired  all of the Class B shares of Presidio,  the  corporate
      parent of the general  partners.  This  acquisition,  when aggregated with
      previous  acquisitions,  caused  NorthStar  Capital  Partners  to  acquire
      indirect control of the general partners.  Presidio was also a party to an
      Administrative  Services Agreement with Wexford Management LLC ("Wexford")
      pursuant to which Wexford was responsible for the day-to-day management of
      Presidio and, among other things, had authority to designate  directors of
      the General Partners.

      On  November  2,  1997,  the  Administrative  Services  Agreement  between
      Presidio  and Wexford  expired.  Effective  November 3, 1997,  Wexford and
      Presidio entered into a new Administrative Services Agreement (the "ASA"),
      which  expires on May 3, 1998.  Under the terms of the ASA,  Wexford  will
      provide  consulting  and  administrative  services  to  Presidio  and  its
      affiliates,  including the general partner and the  Partnership.  Presidio
      also  entered  into  a  management   agreement  with  NorthStar   Presidio
      Management  Company,  LLC ("NorthStar  Presidio").  Under the terms of the
      management  agreement,  NorthStar  Presidio  will  provide the  day-to-day
      management  of  Presidio  and its direct  and  indirect  subsidiaries  and
      affiliates.

      Effective November 3, 1997, the officers and employees of Wexford that had
      served as officers and/or directors of the general partners tendered their
      resignations. On the  same  date,  the  Board  of  Directors  of  Presidio
      appointed new  individuals  to serve as officers  and/or  directors of the
      general partners.

      Presidio is a  liquidating  company.  Although  Presidio  has no immediate
      plans to do so, it will  ultimately  seek to dispose of the  interests  it
      acquired from Integrated  through  liquidation;  however,  there can be no
      assurance of the timing of such  transaction  or the effect it may have on
      the Partnership.
<PAGE>
                        NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

 
3      CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES (continued)

      The  Partnership has a management  agreement with IREG,  pursuant to which
      IREG receives 5% of annual gross rental revenues on operating  leases;  2%
      of annual gross rental  revenues on full payout  leases which  contain net
      lease  provisions;  and  1% of  gross  rental  revenues  if  services  are
      performed by third parties under the active supervision of IREG as defined
      in the Limited Partnership Agreement.  During the years ended December 31,
      1997,  1996 and 1995,  the  Partnership  incurred  expenses  of  $144,257,
      $149,445 and $208,747, respectively, for such management services.

      During the operating and  liquidating  stage of the  Partnership,  IREG is
      entitled to a partnership management fee equal to 4% of distributable cash
      from operations as defined in the Limited Partnership  Agreement,  subject
      to possible  increase  after the limited  partners have  received  certain
      specified  minimum  returns  on  their  investment.  For the  years  ended
      December 31, 1997,  1996 and 1995, the  Partnership  incurred  partnership
      management  fees of $29,000,  $115,941 and  $195,000,  respectively.  Such
      amounts are included in fees to affiliates in the statements of income.

      At the  present  time,  the  level of fees  payable  to IREG for  services
      rendered  to  the  Partnership  and  other  affiliated  equipment  leasing
      partnerships  is  declining.  The  effect  of  this  situation  cannot  be
      determined  at  this  point.   The  management   agreements   between  the
      Partnership and IREG may be terminated by either party to such agreements.

      The  general  partners  are  entitled  to 1% of  distributable  cash  from
      operations  and cash  from  sales or  financing  and cash  from  equipment
      reserve  accounts and an allocation of 1% of taxable net income or loss of
      the Partnership.

      During the operating and liquidating stage of the Partnership, IREG may be
      entitled  to receive  certain  other fees  which are  subordinated  to the
      receipt by the limited  partners of their  original  invested  capital and
      certain specified minimum returns on their investment.

      Upon the ultimate liquidation of the Partnership, the general partners may
      be  required to remit to the  Partnership  certain  payments  representing
      capital account deficit  restoration  based upon a formula provided within
      the Limited Partnership Agreement.
<PAGE>
                        NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

 
3      CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES (continued)

      In April 1995, Equipment Management and certain affiliates entered into an
      agreement  with  Fieldstone  Private  Capital Group,  L.P.  ("Fieldstone")
      pursuant   to   which   Fieldstone   performs   certain   management   and
      administrative  services  relating to the  Partnership  as well as certain
      other  partnerships  in  which  Equipment  Management  serves  as  general
      partner.   Substantially  all  costs  associated  with  the  retention  of
      Fieldstone are paid by Equipment Management. The agreement with Fieldstone
      was  scheduled  to expire on November 3, 1997.  Equipment  Management  and
      certain  affiliates are currently  negotiating a possible extension of the
      agreement.  Fieldstone  has  indicated  that it will  continue  to perform
      services with respect to the  Partnership  pending the  conclusion of such
      negotiation.

4      LEASED EQUIPMENT

      Leased equipment is summarized as follows:
<TABLE>
<CAPTION>
                                                             December 31,
                                                     ---------------------------
                                                         1997            1996
                                                     -----------     -----------
<S>                                                  <C>             <C>
Transportation and related equipment (net of
  accumulated depreciation of $22,354,618
  and $20,557,076 and an allowance for
  equipment impairment of $20,409,450 and
  $20,409,450)..................................     $ 9,679,601     $11,477,127

Equipment for management information
  systems  (net of accumulated depreciation
  of $0 and $171,095 and an allowance for
   equipment impairment of $0 and $22,435) ......           --              --
                                                     -----------     -----------

                                                     $ 9,679,601     $11,477,127
                                                     ===========     ===========
</TABLE>
         Leases on the Partnership's  transportation  equipment are scheduled to
expire during 1998.

      Equipment held for lease or sale

      Equipment  held  for  lease or sale  consists  of  certain  transportation
      equipment,  with an aggregate net carrying value of $0 (net of accumulated
      depreciation  of $801,450 and  $1,781,000  and an allowance  for equipment
      impairment of $1,167,750  and  $2,595,000)  at December 31, 1997 and 1996,
      respectively.
<PAGE>
                        NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995


5      ACCOUNTS PAYABLE AND ACCRUED EXPENSES

      Accounts payable and accrued expenses consist of the following:
<TABLE>
<CAPTION>
                                                            December 31,
                                                     ---------------------------
                                                        1997               1996
                                                     --------           --------
<S>                                                  <C>                <C>
Professional fees ........................           $107,345           $ 84,378
Lease overpayments .......................              8,835               --
Operating expenses .......................              2,928             24,639
Sales and property taxes .................              1,500               --
                                                     --------           --------

                                                     $120,608           $109,017
                                                     ========           ========
</TABLE>
6      DISTRIBUTIONS PAYABLE

      Distributions  payable  to  partners  represent  distributable  cash  from
      operations  and cash from  sales,  as defined in the  Limited  Partnership
      Agreement,  for the  fourth  quarter  of 1996.  Distributions  payable  to
      limited partners was $2.50 per limited  partnership unit and distributions
      payable to general partners  aggregated $7,576 at December 31, 1996. There
      were no distributions declared during the fourth quarter of 1997.

7      PARTNERS' EQUITY

      The General Partners hold a 1% equity interest in the Partnership.  At the
      inception of the  Partnership,  the General  Partners'  equity account was
      credited with only the actual  capital  contributed in cash,  $9,950.  The
      Partnership's   management   determined  that  this  accounting  does  not
      appropriately  reflect the  limited  partners'  and the General  Partners'
      relative participations in the Partnership's net assets, since it does not
      reflect the General Partners' 1% equity interest in the Partnership. Thus,
      the  Partnership  has  restated its  financial  statements  to  reallocate
      $1,500,025  (1%  of  the  gross  proceeds  raised  at  the   Partnership's
      formation)  of the  partners'  equity  to  the  General  Partners'  equity
      account. This reallocation was made as of the inception of the Partnership
      and all periods  presented in the financial  statements have been restated
      to  reflect  this  reallocation.  The  reallocation  has no  impact on the
      Partnership's  financial  position,  results of  operations,  cash  flows,
      distributions to partners, or the partners' tax basis capital accounts.
<PAGE>
                       NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

8      RECONCILIATION OF NET INCOME AND NET ASSETS PER FINANCIAL 
       STATEMENTS TO TAX BASIS

      A reconciliation  of net income per financial  statements to the tax basis
      of accounting is as follows:
<TABLE>
<CAPTION>
                                                                  Year ended December 31,
                                                    ---------------------------------------------
                                                         1997             1996            1995
                                                    -----------      -----------      -----------
<S>                                                 <C>              <C>              <C>
Net income per financial statements ...........     $   640,155      $   235,176      $ 1,732,664

 Difference between financial statements and tax
   basis treatment of advanced rental payments             --            (41,603)          41,603

 Difference between financial statements and tax
   basis of equipment sold or disposed of .....            --             67,088        2,306,854

 Provision for equipment impairment provided
   for financial statement purposes ...........            --             50,000            8,000

 Minimum lease payments received, net of
   income earned on leases accounted
   for under the financing method .............            --              8,300          241,170
 
Difference between advanced payments
   made over the amount recognized ratably
   over the respective periods for financial
   statements .................................         112,516          112,516          112,516

Tax depreciation in excess of financial
   statement depreciation .....................        (602,489)        (336,825)        (646,079)

Deficiency (excess) of income accruals
   over expense accruals ......................            --                (11)             798
                                                    -----------      -----------      -----------

Net income per tax basis ......................     $   150,182      $    94,641      $ 3,797,526
                                                    ===========      ===========      ===========

</TABLE>
<PAGE>
                      NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995


8      RECONCILIATION OF NET INCOME AND NET ASSETS PER 
       FINANCIAL STATEMENTS TO TAX BASIS (continued)

      The  differences  between  the  Partnership's  net  assets  per  financial
      statements and tax basis of accounting are as follows:
<TABLE>
<CAPTION>
                                                      December 31,
                                            ------------------------------
                                                1997               1996
                                            ------------      ------------
<S>                                         <C>               <C>
    Net assets per financial statements     $ 14,328,029      $ 14,384,855

    Net carrying value of equipment ...       (7,105,522)       (6,503,033)
    Syndication costs .................       16,875,000        16,875,000
    Advanced rental payments ..........           69,250            69,250
    Deferred costs ....................         (112,161)         (224,677)
                                            ------------      ------------

    Net assets per tax basis ..........     $ 24,054,596      $ 24,601,395
                                            ============      ============
</TABLE>

9      MAJOR LESSEES

      Revenues from equipment leased to individual lessees,  which generated 10%
      or more of rental revenues, are as follows:
<TABLE>
<CAPTION>
                                                     Year ended December 31,
                                         ------------------------------------------
                                            1997            1996            1995
                                         ----------      ----------      ----------
<S>                                      <C>             <C>             <C>
Two Boeing 737-200 aircraft ........     $1,200,000      $1,200,000      $  980,000
    % of leasing revenues ..........             42%             39%             22%

One Boeing 737-200 aircraft ........     $     --        $     --        $1,079,000
    % of leasing revenues ..........             -%              -%              25%

Two Boeing 727-227 Advanced aircraft     $1,662,000      $1,662,000      $1,662,000
    % of leasing revenues ..........             58%             54%             38%


</TABLE>
<PAGE>
                      NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995


10     BUSINESS SEGMENTS

      The Partnership leases certain equipment domestically and internationally.
      Below is a breakdown of the Partnership's  equipment and operating results
      by geographic location:
<TABLE>
<CAPTION>
                                                                   Year ended December 31,
                                 --------------------------------------------------------------------------------------
                                             1997                         1996                         1995
                                 --------------------------   --------------------------    ---------------------------
                                     United       Western         United        Western        United        Western
                                     States       Pacific         States        Pacific        States         Pacific
<S>                              <C>            <C>           <C>           <C>             <C>            <C>
         Rental revenues         $  1,213,508   $ 1,662,000   $  1,389,681  $  1,662,000    $  2,704,436   $  1,662,000

         Net (loss) income       $    (78,349)  $   718,504   $   (499,448) $    734,624    $  1,132,344   $    600,320

         Leased equipment
          accounted for under
          the operating method   $  2,463,944   $ 7,215,657   $  3,513,607  $  7,963,520    $  5,255,356   $  8,711,414
</TABLE>

11     EQUIPMENT SALES - 1995

      During the year ended  December 31,  1995,  the  Partnership  sold certain
      equipment  for  management   information  systems  and   telecommunication
      equipment  (originally  accounted for as operating and financing  leases),
      which  it  had  originally   purchased  for  purchase  prices  aggregating
      $7,698,560 inclusive of associated  acquisition fees to unaffiliated third
      parties,  for an aggregate  sales price of $2,134,973.  Such equipment had
      net  carrying  values  aggregating   $1,775,400  (net  of  allowances  for
      equipment impairment aggregating $407,000 previously provided with respect
      to such equipment) when sold.

      On October 31, 1994, the lease with Simmons Airlines,  Inc. ("Simmons") of
      two Shorts 360 aircraft  (the  "Simmons  Aircraft")  expired in accordance
      with its original terms.  The associated  nonrecourse debt was repaid upon
      the  receipt of the final  rental  installment.  In  conjunction  with the
      return of the Simmons Aircraft,  it was determined that certain attributes
      of two of the  engines  were below  certain  thresholds.  The  Partnership
      contributed  approximately  $133,000 in order to enhance the value of such
      engines.  In April 1995, the Simmons Aircraft were sold to an unaffiliated
      third party for net sales  proceeds of  $1,425,000.  Such aircraft had net
      carrying values  aggregating  approximately  $1,493,000 (net of allowances
      for equipment impairment  aggregating $2,930,000 previously provided) when
      sold.
<PAGE>
                      NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995


11     EQUIPMENT SALES - 1995 (continued)

      On July 31,  1995 the lease  with Aloha  Airlines,  Inc.  ("Aloha")  for a
      Boeing  737-200  Advanced  aircraft was  scheduled to expire in accordance
      with its original  terms.  The  Partnership  and Aloha then entered into a
      short-term  lease  extension  of a  maximum  of  two  and  a  half  months
      terminating  on October 15, 1995.  During the lease  extension  Aloha paid
      rent on a utilization  arrangement  based on $225 per cycle with a monthly
      minimum of $53,500 and a monthly  maximum of $90,000.  The Partnership had
      the option to early  terminate  the lease.  Aloha paid the  Partnership  a
      financial  adjustment  of $515,000 in lieu of existing  return  conditions
      provided for in the lease.  Aloha has also made an  additional  payment of
      $15,000  for a damaged  Auxiliary  Power  Unit.  In  September  1995,  the
      Partnership sold the Aloha aircraft to an unaffiliated third party for net
      sales  proceeds of  $2,461,000.  Such  aircraft had a net  carrying  value
      aggregating  approximately  $2,719,000  (net of  allowances  for equipment
      impairment aggregating $3,500,000 previously provided) when sold.

12     EQUIPMENT SALES - 1996

      During the year ended  December 31,  1996,  the  Partnership  sold certain
      equipment for management  information systems (originally accounted for as
      operating and financing  leases),  which it had  originally  purchased for
      purchase   prices   aggregating   $2,384,124,   inclusive  of   associated
      acquisition  fees to  unaffiliated  third parties,  for an aggregate sales
      price of $249,161.  Such  equipment  had net carrying  values  aggregating
      $295,804 (net of allowances for equipment impairment  aggregating $229,135
      previously provided) when sold.

13     EQUIPMENT SALES - 1997


      In August 1997,  the  Partnership  sold certain  equipment for  management
      information systems which it had originally  purchased for purchase prices
      aggregating  $3,096,362,  inclusive  of  associated  acquisition  fees  to
      unaffiliated third parties,  for an aggregate sales price of $3,860.  Such
      equipment had net carrying  value of $0 (net of  allowances  for equipment
      impairment aggregating $22,435 previously provided) when sold.

      In November 1997, the Partnership sold certain engine  components which it
      had  originally  purchased for a purchase  price  aggregating  $2,406,000,
      inclusive of associated  acquisition  fees to unaffiliated  third parties,
      for an aggregate sales price of $6,737.  Such equipment had a net carrying
      value  of $0 (net  of  allowances  for  equipment  impairment  aggregating
      $1,427,250 previously provided) when sold.
<PAGE>
                      NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995


14     COMMITMENTS AND CONTINGENCIES

      a     Hawaiian Airlines, Inc.

           During 1994, Hawaiian Airlines, Inc. ("Hawaiian") and the Partnership
           entered  into an agreement  to settle the  Partnership's  claims with
           respect  to the two  Rolls  Royce  aircraft  engines  (the  "Hawaiian
           Engines")  previously  leased to Hawaiian.  The Partnership filed its
           claims  against  Hawaiian  due to  substantial  damage  caused to the
           Hawaiian  Engines  during the  periods  the  engines  were  leased to
           Hawaiian.  Hawaiian has settled these claims  through the issuance of
           Hawaiian  stock to the  Partnership.  In June 1995,  the  Partnership
           received  approximately  86,000  shares  of Class A  Common  stock in
           Hawaiian,  in consideration of its general unsecured  claims.  During
           1995,  the  Partnership  sold all of these  shares  for net  proceeds
           aggregating $398,377.

           The  Partnership   anticipates  it  will  encounter   competition  in
           attempting  to  sell  the  Hawaiian  Engines  due  to  their  current
           condition  and a surplus in the market with respect to such  engines.
           In November 1997, the Partnership  sold certain engine  components to
           an unaffiliated third party for net sale proceeds aggregating $6,737.
           Such   equipment,   net  of  allowances   for  equipment   impairment
           aggregating  $1,427,250  previously  provided,  had a  zero  carrying
           value.

           At  December  31,  1997  and  1996,  the  Hawaiian  Engines  (net  of
           allowances for equipment  impairment  aggregating  $1,167,750 in 1997
           and  $2,595,000  in  1996  provided  in  prior  periods)  were  fully
           depreciated and are included in equipment held for sale or lease.

      b     Continental Micronesia, Inc.

           On August 14, 1992, the leases to Alaska Airlines, Inc. ("Alaska") of
           two Boeing 727-227 Advanced aircraft expired in accordance with their
           original  terms.  Upon the receipt of the final rental  payment,  the
           associated  nonrecourse  debt was  repaid.  In  conjunction  with the
           return of such  aircraft,  it was  determined  that certain  physical
           attributes  of the  aircraft  exceeded  the  related  minimum  return
           conditions provided for in the leases. As a result, and in accordance
           with such leases, the Partnership paid Alaska approximately  $647,000
           to  reflect  the  enhanced  value of the  aircraft.  Such  amount  is
           reflected on the balance sheets, net of accumulated amortization,  as
           Deferred  costs  and are being  amortized  over the term of the lease
           renewal,  as mentioned  below.  Upon  delivery of such  aircraft to a
           storage  facility,   but  prior  to  remarketing  the  aircraft,  the
           Partnership  performed a boroscope  inspection  on the engines  which
           revealed  substantial  damage to one of the engines.  The Partnership
           and Alaska  agreed to allocate  the costs of such engine  repairs and
           provide for equal  sharing of disputed  items,  pursuant to which the
           Partnership  paid  $38,000 in January  1993 as its share of the total
           cost, with Alaska paying the balance of the repair costs.
<PAGE>
                      NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

14     COMMITMENTS AND CONTINGENCIES (continued)

      b     Continental Micronesia, Inc. (continued)

           On March 31,  1993,  the  Partnership  leased the two Boeing  727-227
           Advanced aircraft to Continental Airlines, Inc. ("Continental") for a
           term of  approximately  69  months  to be used by  Continental's  Air
           Micronesia  operation  (the "Air Mike  Leases").  Each Air Mike Lease
           provides for a monthly base rent of $69,250,  subject to  adjustments
           for rent  credits  relating to initial  modifications  (the  "Initial
           Modifications")  which include Traffic Collision  Avoidance  Systems,
           windshear detection and upgraded avionics,  aggregating approximately
           $1,308,000  for both  aircraft.  Such  modifications  were  funded by
           Continental  and are being  repaid  by the  Partnership  through  the
           application  of rent  credits such that  Continental  will recoup the
           aggregate cost of the Initial  Modifications  over a 36-month  period
           with  interest  at 9.31% per  annum.  The  remaining  balance of rent
           credits to be applied by Continental  towards such  modifications was
           $100,000 at December 31, 1997 and 1996, respectively.

           In addition,  Continental has made certain other modifications to the
           aircraft.  The  Partnership  has agreed to provide  financing for the
           modifications  ("Lessor  Financing  Credits") against the base rental
           payments  due  under the Air Mike  Leases.  The  lessee is  currently
           repaying the Lessor  Financing  Credits through monthly  installments
           which are  being  amortized  at the rate of 9.31%  per annum  over 36
           months.  Through  December 31, 1997, the Partnership had provided all
           the required financing  aggregating  approximately  $1,443,000.  Such
           amount,  net of amounts repaid,  is reflected in the balance sheet at
           December 31, 1997 and 1996 as Note receivable. The net carrying value
           of both aircraft aggregated  approximately  $7,216,000 and $7,963,000
           (net of allowances for equipment impairment aggregating approximately
           $10,000,000 provided in prior periods) at December 31, 1997 and 1996,
           respectively.

           In  April  1993,  Continental  transferred  all  of  its  rights  and
           obligations  under the Air Mike  Leases  to Air  Micronesia  Inc.,  a
           stand-alone air carrier affiliated with Continental.

      c     Southwest Airlines Co.

           On  November  30,  1994,  the leases  with  Southwest  Airlines,  Co.
           ("Southwest")   of  two  Boeing  737-200   aircraft  (the  "Southwest
           Aircraft")  were schedule to expire in accordance with their original
           terms. The associated nonrecourse debt was repaid upon the receipt of
           the final rental installment. Southwest and the Partnership agreed to
           extend  Southwest's leases for one additional year for a monthly rent
           of approximately 28% of the original lease rate.

           On November  30,  1995,  the lease  extensions  with  Southwest  were
           scheduled to expire in accordance with their terms. Southwest and the
           Partnership  agreed  to a two  year  extension  of each  lease  which
           provides for monthly rentals of 125% of the previous lease rate.
<PAGE>
                      NATIONAL LEASE INCOME FUND 6 L.P.

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

14     COMMITMENTS AND CONTINGENCIES (continued)

      c     Southwest Airlines Co. (continued)

           The  Partnership  and Southwest have agreed to a short term extension
           of the leases to facilitate  the return of the  aircraft.  In January
           1998, one of the aircraft was returned and the second is scheduled to
           be returned in June 1998. The Partnership is actively remarketing the
           aircraft.

           The  net  carrying  value  of  the  Southwest   Aircraft   aggregated
           approximately  $2,464,000  and  $3,514,000  (net  of  allowances  for
           equipment impairment aggregating approximately $10,400,000 previously
           provided) at December 31, 1997 and 1996, respectively.
<PAGE>
<TABLE>
<CAPTION>
                                            NATIONAL LEASE INCOME FUND 6 L.P.

                                     SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS



                                                                      Additions
                                                              ------------------------
                                              Balance at      Charged to       Charged                          Balance
                                             Beginning of      Costs and      to Other       Additions           at End
                   Description                  Period         Expenses       Accounts     (Deductions)        of Period
                   -----------                  ------         --------       --------     ------------        ---------
<S>                                           <C>             <C>          <C>              <C>                 <C>
YEAR ENDED DECEMBER 31, 1997

Leased equipment accounted for
     under the operating method -
     valuation allowance for equipment
     impairment

     Equipment for management
        information systems .............     $    22,435     $   --       $      --        $  (22,435) (A)      $         --
     Transportation and related equipment      20,409,450         --              --                --             20,409,450

Equipment held for lease or sale -
     valuation allowance for equipment
     impairment

     Equipment for management
        information systems .............            --           --              --                 --                   --
     Transportation and related equipment       2,595,000         --              --         (1,427,250)(A)       1,167,750
                                              -----------     --------     -----------      -----------          -----------

                                              $23,026,885     $   --       $      --        $(1,449,685)         $21,577,200
                                              ===========     ========     ===========      ===========          ===========
YEAR ENDED DECEMBER 31, 1996

Leased equipment accounted for
     under the operating method -
     valuation allowance for equipment
     impairment

     Equipment for management
        information systems .............     $   183,951     $ 50,000     $      --        $  (211,516)(A)      $    22,435
     Transportation and related equipment      20,409,450         --              --                 --           20,409,450

Equipment held for lease or sale -
     valuation allowance for equipment
     impairment

     Equipment for management
        information systems .............          17,619         --              --            (17,619)(A)              --
     Transportation and related equipment       2,595,000         --              --                 --            2,595,000
                                              -----------     --------     -----------      -----------          -----------

                                              $23,206,020     $ 50,000     $      --        $  (229,135)         $23,026,885
                                              ===========     ========     ===========      ===========          ===========
</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                            NATIONAL LEASE INCOME FUND 6 L.P.

                               SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (continued)

 
                                                                      Additions
                                                              ------------------------
                                              Balance at      Charged to       Charged                          Balance
                                             Beginning of      Costs and      to Other       Additions           at End
                   Description                  Period         Expenses       Accounts     (Deductions)        of Period
                   -----------                  ------         --------       --------     ------------        ---------
<S>                                           <C>             <C>          <C>              <C>                 <C>
YEAR ENDED DECEMBER 31, 1995

Leased equipment accounted for
     under the operating method -
     valuation allowance for equipment
     impairment

     Equipment for management
        information systems .............     $   338,978     $     7,000     $      --        $ (162,027) (A)     $   183,951
     Transportation and related equipment      23,909,450            --              --        (3,500,000) (A)      20,409,450
     Telephone equipment ................         210,363           1,000            --          (211,363) (A)              --

Equipment held for lease or sale -
     valuation allowance for equipment
     impairment

     Equipment for management
        information systems .............          51,289            --              --           (33,670) (A)          17,619
     Transportation and related equipment       5,525,000            --              --        (2,930,000) (A)       2,595,000

Allowance for uncollectible accounts -
     accounts receivable ................       1,628,286            --              --        (1,628,286) (B)            --
                                              -----------     -----------     -----------      ---------------     -----------

                    
                                              $31,663,366     $     8,000     $      --        $    (8,465,346)    $23,206,020
                                              ===========     ===========     ===========      ===============     ===========
</TABLE>
(A) Represents valuation allowances for equipment impairment relating to certain
equipmnet sold during 1997, 1996 and 1995.

(B) Represents allowance for uncollectable accounts written off during 1995.

See notes to financial statements.
<PAGE>
 Item 9.          Changes in and Disagreements with Accountants on 
                  Accounting and Financial  Disclosure.

None.
<PAGE>
PART III


Item 10.          Directors and Executive Officers of Registrant

Registrant has no officers or directors.  The Managing  General  Partner manages
and  controls   substantially  all  of  Registrant's  affairs  and  has  general
responsibility and ultimate authority in all matters affecting its business. The
officers  and  directors  of the  Corporate  General  Partner and the  Associate
General  Partner,  in their  respective  capacities  as such,  do not devote any
material  amount of their business time and attention to  Registrant's  affairs.
The names and  positions  held by the  officers  and  directors  of the Managing
General Partner are described below. The officers and directors of the Corporate
General  Partner are the same as the  officers  and  directors  of the  Managing
General Partner.
<TABLE>
<CAPTION>

                                                                                Has served as a
                                                                                Director and/or
                                                                                 Officer of the
                                                                                Managing General
       Name                  Age       Position Held                             Partner since
       ----                  ---       -------------                             -------------
<S>                           <C>      <C>                                      <C>
W. Edward Scheetz             33       Director                                 November 1997
David Hamamoto                38       Director                                 November 1997
Richard Sabella               42       President, Director                      November 1997
David King                    35       Executive VP, Director, Assistant        November 1997
                                       Treasurer
Lawrence R. Schachter         41       Senior VP, Chief Financial Officer       January 1998
Kevin Reardon                 39       VP, Secretary, Treasurer, Director       November 1997
Allan B. Rothschild           36       Executive VP                             December 1997
Marc Gordon                   33       VP                                       November 1997
Charles Humber                24       VP                                       November 1997
Adam Anhang                   24       VP                                       November 1997
Gregory Peck                  23       Assistant Secretary                      November 1997
</TABLE>

Each director and officer of the Managing General Partner will hold office until
his successor is elected and qualified.

The  Managing  General  Partner  also acts as the  managing  general  partner of
American Leasing  Investors VIII-B L.P.. The foregoing  partnership is or was in
the past engaged in the acquisition, leasing and disposition of equipment.

There are no family  relationships  between or among any of the directors and/or
executive officers of the Managing General Partner.

W. Edward Scheetz  co-founded  NorthStar Capital Partners with David Hamamoto in
July 1997,  having previously been a partner at Apollo Real Estate Advisors L.P.
since 1993.  From 1988 to 1993,  Mr.  Scheetz was a principal with Trammell Crow
Ventures.

David Hamamoto  co-founded  NorthStar Capital Partners with W. Edward Scheetz in
July 1997,  having  previously  been a partner  and a co-head of the Real Estate
Principal Investment Area at Goldman, Sachs & Co., where he initiated the effort
to build a real estate principal  investment business in 1988 under the auspices
of the Whitehall Funds.
<PAGE>
Richard  Sabella joined  NorthStar  Capital  Partners in November  1997,  having
previously been the head of real estate and a partner at the law firm of Cahill,
Gordon & Reindel since 1989. Mr. Sabella has also been  associated  with the law
firms of Milgrim, Thomajian, Jacobs & Lee, P.C. and Cravath, Swaine & Moore.

David King joined NorthStar Capital Partners in November 1997, having previously
been a Senior Vice President of Finance at Olympia & York Companies (USA). Prior
to joining Olympia & York in 1990, Mr. King worked for Bankers Trust in its real
estate finance group.

Lawrence  R.  Schachter  joined  NorthStar  Presidio  in  January  1998,  having
previously held the position as Controller at CB Commercial/Hampshire,  LLC from
1996 to 1997. Prior to joining CB, Mr. Schachter held the position of Controller
at Goodrich Associates in 1996 and at Greenthal/Harlan  Realty Services Co. from
1992 to 1995. Mr.  Schachter,  who holds a CPA,  graduated from Miami University
(Ohio).

Kevin  Reardon  joined  NorthStar  Capital  Partners  in  October  1997,  having
previously  held the  position  of  Controller  at  Lazard  Freres  Real  Estate
Investors from 1996 to 1997. Prior to joining Lazard Freres, Mr. Reardon was the
Director  of Finance in charge of  European  expansion  at the law firm of Dewey
Ballantine  from  1993 to 1996.  Prior to 1993,  Mr.  Reardon  held a  financial
position at Hearst - ABC - Viacom Entertainment Services. Mr. Reardon, who holds
a CPA, graduated from Fordham University with a B.S. in Accounting.

Allan  B.  Rothschild  joined  NorthStar   Presidio  in  December  1997,  having
previously been the Senior Vice President and General Counsel of Newkirk Limited
Partnership where he managed a large portfolio of net-leased real estate assets.
Prior to joining Newkirk in September  1995, Mr.  Rothschild was associated with
the law firm of Proskauer, Rose LLP in its real estate group.

Marc Gordon joined NorthStar Capital Partners in October 1997, having previously
been a Vice  President in the Real Estate  Investment  Banking  Group at Merrill
Lynch where he executed corporate finance and strategic  transactions for public
and private  real  estate  ownership  companies,  including  REITs,  real estate
service  companies,  and real estate  intensive  operating  companies.  Prior to
joining  Merrill  Lynch in 1993,  Mr.  Gordon was in the Real Estate and Banking
Group at the law firm of Irell & Manella.  Mr. Gordon  graduated  from Dartmouth
College with an A.B. in economics  and also holds a J.D. from the UCLA School of
Law.

Charles  Humber joined  NorthStar  Capital  Partners in September  1997,  having
previously worked for Merrill Lynch's Real Estate Investment  Banking Group from
1996 to  1997.  Mr.  Humber  graduated  from  Brown  University  with a B.A.  in
international  relations and  organizational  behavior and  management  which is
where he was prior to 1996.

Adam Anhang joined NorthStar  Capital Partners in August 1997, having previously
worked for The Athena  Group's Russia and Former Soviet Union  development  team
from  1996 to  1997.  Mr.  Anhang  graduated  from  the  Wharton  School  of the
University  of  Pennsylvania  with a B.S. in economics  with  concentrations  in
finance and real estate, which is where he was prior to 1996.

Gregory Peck joined NorthStar  Capital Partners in July 1997,  having previously
worked for the Morgan  Stanley  Realty  Real  Estate  Funds  (MSREF)  and Morgan
Stanley's  Real  Estate  Investment  Banking  Group from 1996 to 1997.  Prior to
joining Morgan Stanley,  Mr. Peck worked for Lazard Freres & Co. LLC in the Real
Estate  Investment  Banking  Group from 1994 to 1996.  Mr. Peck  graduated  from
Columbia College with an A.B. in mathematics and an A.B. in economics.
<PAGE>
Messrs. Scheetz, Hamamoto,  Sabella, King and Reardon also serve as directors of
the  general  partners  of the  following  limited  partnerships  whose  limited
partnership  units are registered under Section 12 of the Exchange Act: Aircraft
Income  Partners,  L.P.,  Resources  Pension Shares 5, L.P.,  Vista  Properties,
Resources  Accrued  Mortgage  Investors  2,  L.P.,  Resources  Accrual  Mortgage
Investors  Series 86, L.P.,  Integrated  Resources High Equity Partners - Series
85, High Equity  Partners,  L.P. - Series 86 and High  Equity  Partners,  L.P. -
Series 88.

Presidio  Boram  Corp.,  the  Associate  General  Partner,   is  a  wholly-owned
subsidiary of Presidio whose directors are Messrs. Scheetz,  Hamamoto,  Sabella,
King and Reardon.

Registrant believes,  based on written representations  received by it, that for
1997 all filing  requirements under Section 16(a) of the Securities Exchange Act
of 1934 applicable to beneficial owners of Registrant's securities, Registrant's
general partners and the officers and directors of such general  partners,  were
complied with.


Item 11. Executive Compensation

Registrant  is not  required  to pay the  officers or  directors  of the General
Partners any  remuneration.  The Managing General Partner does not presently pay
any  remuneration  to any of its officers or directors.  (See Item 13,  "Certain
Relationships and Related Transactions".)

Certain   officers  and  directors  of  the  Managing  General  Partner  receive
compensation  from  affiliates  of the  Managing  General  Partner (but not from
Registrant) for services  performed for various affiliated  entities,  which may
include services performed for Registrant; however, the Managing General partner
believes that any compensation attributable to services performed for Registrant
is immaterial. See Item 13, "Certain Relationships and Related Transactions".
   
Item 12. Security Ownership of Certain Beneficial Owners and Management

As of March 1, 1998, no person owned of record or was known by Registrant to own
beneficially more than 5% of the Units of Registrant.

As of March 1,  1998,  neither  the  General  Partners  nor their  officers  and
directors  were  known by  Registrant  to  beneficially  own  Units or shares of
Presidio, the parent of the General Partners.
<PAGE>
                  To the knowledge of the  Registrant,  the following sets forth
certain information  regarding ownership of the Class A shares of Presidio as of
March 11, 1998 (except as otherwise noted) by (i) each person or entity who owns
of record or beneficially five percent or more of the Class A shares,  (ii) each
director  and  executive  officer  of  Presidio,  and  (iii) all  directors  and
executive officers of Presidio as a group. To the knowledge of Presidio, each of
such  shareholders  has sole voting and investment  power as to the shares shown
unless otherwise noted.

                  All  outstanding  shares of  Presidio  are  owned by  Presidio
Capital Investment Company,  LLC ("PCIC"), a Delaware limited liability company.
The interest in PCIC (and beneficial ownership in Presidio) are held as follows:
<TABLE>
<CAPTION>
                                         Percentage Ownership
                                        in PCIC and Percentage
                                         Beneficial Ownership
 Name of Beneficial Owner                     in Presidio
 ------------------------               -----------------------
<S>                                              <C>
Five Percent Holders:
Presidio Holding Company, LLC(1)                 71.93%
AG Presidio Investors, LLC(2)                    14.12%
DK Presidio Investors, LLC(3)                     8.45%
Stonehill Partners, L.P.(4)                       5.50%
</TABLE>
 
The holdings of the directors and executive officers of Presidio are as follows:
<TABLE>
<CAPTION>
<S>                                              <C>
Directors and Officers:
Adam Anhang(5)                                       0%
Marc Gordon(5)                                       0%
David Hamamoto(5)                                71.93%
Charles Humber(5)                                    0%
David King(5)                                        0%
Gregory Peck(5)                                      0%
Kevin Reardon(5)                                     0%
Allan Rothschild(5)                                  0%
Richard J. Sabella(5)                                0%
Lawrence Schachter(5)                                0%
W. Edward Scheetz(5)                             71.93%

Directors and Officers as a group:               71.93%
 
</TABLE>

(1)               Presidio Holding Company,  LLC is a New York limited liability
                  company whose address is 527 Madison Avenue,  16th Floor,  New
                  York, New York 10022. PHC has two members,  Polaris  Operating
                  LLC  ("Polaris")  which  holds a 1%  interest,  and  Northstar
                  Operating,  LLC  ("Northstar")  which  holds  a 99%  interest.
                  Polaris is a Delaware limited  liability company whose address
                  is 527 Madison Avenue,  16th Floor,  New York, New York 10022.
                  Polaris has two members,  Sextant Operating Corp. ("Sextant"),
    
<PAGE>
   
                  which holds a 1% interest,  and  Northstar,  which holds a 99%
                  interest.  Sextant is a Delaware  corporation whose address is
                  527 Madison Avenue,  16th Floor,  New York, New York 10022 and
                  whose sole  shareholder is Northstar.  Northstar is a Delaware
                  limited liability company whose address is 527 Madison Avenue,
                  16th  Floor,  New  York,  New York  10022.  Northstar  has two
                  members, Northstar Capital Partners ("NCP"), which holds a 99%
                  interest,  and  Northstar  Capital  Holdings I, LLC  ("NCHI"),
                  which  holds a 1%  interest.  Both NCP and  NCHI are  Delaware
                  limited  liability  companies,  whose business  address is 527
                  Madison Avenue,  16th Floor, New York, New York 10022. NCP has
                  two  members,   NCHI,  which  holds  a  74.75%  interest,  and
                  Northstar  Capital  Holdings II, LLC ("NCHII"),  which holds a
                  25.25%  interest.  The business  address for NCHII, a Delaware
                  limited liability  company is 527 Madison Avenue,  16th Floor,
                  New York, New York 10022. NCHII has three members, NCHI, which
                  holds  a 99%  interest,  Edward  Scheetz,  who  holds  a  0.5%
                  interest and David  Hamamoto,  who holds a 0.5% interest.  Mr.
                  Scheetz,  a U.S. citizen whose business address is 527 Madison
                  Avenue,  16th Floor,  New York, New York 10022,  is a founding
                  member of NCP. Mr.  Hamamoto,  a U.S.  citizen whose  business
                  address is 527 Madison Avenue,  16th Floor, New York, New York
                  10022, is a founding member of NCP. NCHI has two members,  Mr.
                  Scheetz and Mr. Hamamoto, each of whom holds a 50% interest.

                  Pursuant  to that  certain  Amended  and  Restated  Pledge and
                  Security  Agreement  (the "Pledge  Agreement")  dated March 5,
                  1998  made by PHC in  favor  of  Credit  Suisse  First  Boston
                  Mortgage  Capital  LLC  ("CSFB"),   PHC  pledged  all  of  its
                  membership  interest  in PCIC to CSFB as  security  for  loans
                  issued under the Loan Agreement  dated as of February 20, 1998
                  by and  among  PHC and CSFB and the  First  Amendment  thereon
                  dated  March 5, 1998  (together,  the "Loan  Agreement").  The
                  Pledge  Agreement and Loan Agreement  contain standard default
                  and event of default provisions which may at a subsequent date
                  result in a change of  control  of PCIC  and,  therefore,  the
                  Registrant.

(2)               Each of  Angelo,  Gordon & Co.,  L.P.,  as sole  manager of AG
                  Presidio  Investors,  LLC,  and John M.  Angelo and Michael L.
                  Gordon,  as general partners of the general partner of Angelo,
                  Gordon & Co.,  L.P.  may be  deemed  to  beneficially  own for
                  purposes  of Rule  13d-3 of the  Exchange  Act the  securities
                  beneficially owned by AG Presidio Investors, LLC. Each of John
                  M.  Angelo and  Michael L.  Gordon  disclaim  such  beneficial
                  ownership.  The  business  address  for  such  persons  is c/o
                  Angelo,  Gordon & Co., L.P., 345 Park Avenue,  26th Floor, New
                  York, New York 10167.

(3)               M.H. Davidson & Company,  Inc., as sole manager of DK Presidio
                  Investors,  LLC may be deemed to beneficially own for purposes
                  of Rule 13d-3 of the Exchange Act  the securities beneficially
                  owned by DK Presidio Investors,  LLC. The business address for
                  such person is c/o M.H. Davidson & Company,  885 Third Avenue,
                  New York, New York 10022.
    
<PAGE>
   
(4)               Includes  shares  of  PCIC  beneficially  owned  by  Stonehill
                  Offshore   Partners   Limited  and   Stonehill   Institutional
                  Partners,  L.P. John A. Motulsky is a managing general partner
                  of  Stonehill  Partners,   L.P.,  a  managing  member  of  the
                  investment  advisor to Stonehill Offshore Partners Limited and
                  is a general partner of Stonehill Institutional Partners, L.P.
                  John A. Motulsky disclaims  beneficial ownership of the shares
                  held by these entities.  The business  address for such person
                  is c/o Stonehill Investment Corporation, 110 East 59th Street,
                  New York, New York 10022.

(5)               The  business  address for such person is 527 Madison  Avenue,
                  16th Floor, New York, New York 10022.
    
<PAGE>

Item 13. Certain Relationships and Related Transactions

The Managing  General Partner,  the Corporate  General Partner and the Associate
General Partner received $5,576, $697 and $697, respectively, from Registrant as
their share of distributions of cash from operations during 1997. No director or
officer of the Managing  General Partner received any direct  remuneration  from
Registrant during 1997.

For a description of the interest of the Managing General Partner, the Corporate
General Partner and the Associate General Partner in cash from operations,  cash
from sales and cash from  equipment  reserve  account,  reference is made to the
material contained in the Prospectus under the heading MANAGEMENT  COMPENSATION,
which is incorporated herein by reference.

IREG  provides  equipment  management  services  to  Registrant  pursuant to the
Management  Agreement  for a fee based upon a percentage of  Registrant's  gross
revenues from the equipment in its  portfolio.  Such equipment  management  fees
aggregated $144,257 during 1997.  Pursuant to the Management  Agreement referred
to above, IREG is also entitled to receive (i) partnership management fees of 4%
of cash from  operations and (ii) a  subordinated  incentive fee equal to 14% of
distributions  to  partners of cash from sales and cash from  equipment  reserve
account (and an additional 10% of cash from  operations)  after certain  returns
have been  achieved.  See the  material  contained in the  Prospectus  under the
heading MANAGEMENT COMPENSATION,  which is incorporated herein by reference, for
a description of the agreement.  During 1997, Registrant had paid or accrued for
payment $29,000 as partnership management fees under this agreement. See Item 7,
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations"  for the discussion of the possible  impact of declining  management
fees on IREG and Registrant.
<PAGE>
PART IV

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

1.       Financial Statements

         See Index to Financial Statements in Part II, Item 8.

2.       Financial Statement Schedule

         Schedule II. Valuation and Qualifying  Accounts (see Index to Financial
         Statements in Part II, Item 8).

3.       Exhibits

3.1      Certificate of Limited  Partnership  of  Registrant,  filed on July 11,
         1986.*

3.2      Partnership  Agreement of  Registrant,  dated as of July 21,  1986,  as
         amended and restated as of December 22, 1986  (included as Exhibit A to
         Exhibit 28).**

3.3      Amendment to Certificate of Limited Partnership.

10.1     Participation Agreement, dated as of June 1, 1988, among First Security
         Bank of Utah,  N.A.  (the  "Bank"),  Registrant  and  Midway  Airlines,
         Inc.***

10.2     Lease Agreement,  dated as of June 1, 1988, between the Bank and Midway
         Airlines, Inc.***

10.3     Aircraft Purchase Agreement,  dated as of June 1, 1988, among the Bank,
         Registrant and Midway Airlines, Inc.***

10.4     Participation  Agreement,  dated as of July 15,  1988,  among the Bank,
         Registrant and Aloha Airlines, Inc.***

10.5     Lease Agreement,  dated as of July 15, 1988, between the Bank and Aloha
         Airlines, Inc.***

10.6     Aircraft  Purchase  Agreement,  dated as of July 15, 1988,  between the
         Bank and Aloha Airlines, Inc.***

10.7     Participation Agreement,  dated as of October 25, 1988, among the Bank,
         Registrant,  Security  Pacific  Equipment  Leasing,  Inc.  and Hawaiian
         Airlines.***

10.8     Aircraft  Lease,  dated as of October  25,  1988,  between the Bank and
         Hawaiian Airlines, Inc.***

10.9     Aircraft Purchase Agreement,  dated as of May 5, 1988, between Hawaiian
         Airlines, Inc. and Trust Company for USL, Inc.***

10.10    Lease  Agreement,  dated as of January 3,  1989,  between  the Bank and
         Southwest Airlines Co.***

10.11    Mortgage and Security  Agreement,  dated as of January 3, 1989, between
         the Bank and John Hancock Leasing Corporation.***
<PAGE>
10.12    Participation  Agreement,  dated as of January 3, 1989, among the Bank,
         Registrant,   Southwest   Airlines   Co.  and  John   Hancock   Leasing
         Corporation.***

10.13    Lease  Agreement,  dated as of January 4,  1989,  between  the Bank and
         Southwest Airlines Co.*** 

10.14    Mortgage and Security  Agreement,  dated as of January 4, 1989, between
         the Bank and John Hancock Leasing Corporation.***

10.15    Participation  Agreement,  dated as of January 4, 1989, among the Bank,
         Registrant,   Southwest   Airlines   Co.  and  John   Hancock   Leasing
         Corporation.***

10.16    Loan Agreement,  dated as of January 17, 1989,  among  Registrant,  the
         Bank,  John  Hancock  Leasing  Corporation,  New  England  Mutual  Life
         Insurance Company and Meridian Trust Company.***

10.17    Loan Agreement,  dated as of January 18, 1989,  among  Registrant,  the
         Bank,  John  Hancock  Leasing  Corporation,  New  England  Mutual  Life
         Insurance Company and Meridian Trust Company.***

10.18    Management  Agreement between Registrant and ALI Leasing Service Corp.,
         dated July 20, 1986.****

10.19    Acquisition and Disposition  Services  Agreement between Registrant and
         ALI Leasing Service Corp., dated July 20, 1986.*****

10.20    Settlement  Agreement,  dated as of  August  21,  1992,  between  First
         Security Bank of Utah, N.A. and Alaska Airlines, Inc.******

10.21    Escrow Agreement,  dated August 21, 1992, between Alaska Airlines, Inc.
         and First Security Bank of Utah, N.A.******

10.22    Lease Amendment No. 2, dated as of November 5, 1992,  between  Hawaiian
         Airlines, Inc. and First Security Bank of Utah, N.A.******

10.24    Mortgage  Amendment  No. 2, dated as of November 5, 1992 between  First
         Security Bank of Utah,  N.A. and Security  Pacific  Equipment  Leasing,
         Inc.******

10.24    Interim Settlement Agreement, dated as of January 27, 1993 between
         Integrated  Aircraft  Corp.,  IAC Leasing Corp. IV, IAC Leasing Corp V,
         Integrated  Aircraft Fund Management Corp and ALI Equipment  Management
         Corp. and Hawaiian Airlines, Inc.******

10.25    Agreement dated as of March 4, 1993,  between Aircraft Income Partners,
         L.P., Aircraft Income Partners II, L.P., and National Lease Income Fund
         6, L.P. and HAL, Inc. and Hawaiian Airlines, Inc.******

10.26    Form of Lease  Agreement,  dated as of January 5, 1993,  between  First
         Security Bank of Utah,  N.A., as Trustee for the benefits of Registrant
         and Continental Airlines.  Note:  substantially identical leases in all
         material respects except for aircraft specific  references were entered
         into with respect to two aircraft owned by First Security Bank of Utah,
         N.A., for the benefit of Registrant.******
<PAGE>
10.27    Form of  Participation  Agreement,  dated as of January 5, 1993,  among
         First Security Bank of Utah, N.A., Registrant and Continental Airlines.
         Note:  substantially  identical  agreements  in all  material  respects
         except for aircraft specific  references were entered into with respect
         to two aircraft  owned by First  Security Bank of Utah,  N.A.,  for the
         benefit of Registrant.******

10.28    Second Lease  Extension  Agreement,  dated as of July 5, 1995,  between
         First  Security  Bank  of  Utah,  National  Association  and  Southwest
         Airlines Co.

10.29    Second Lease  Extension  Agreement,  dated as of July 5, 1995,  between
         First  Security  Bank  of  Utah,  National  Association  and  Southwest
         Airlines Co.

10.30    Second Lease  Amendment and Extension  Agreement,  dated as of July 12,
         1995,  between First Security Bank of Utah,  National  Association  and
         Aloha Airlines Inc.

10.31    Purchase  Agreement,  dated  as of  March  31,  1995,  between  Coastal
         Airlines   ("Purchaser"),   First  Security  Bank  of  Utah,   National
         Association   ("Trustee")   and  National  Lease  Income  Fund  6  L.P.
         ("Beneficiary").

10.32    Amended and Restated Aircraft Purchase Agreement, dated as of September
         7,  1995,   between  ELTA  Electronics   Industries  Ltd.   ("Purchaser
         Beneficiary"),  First  Security  Bank  of  Utah,  National  Association
         ("Purchaser"), National Lease Income Fund 6 L.P. ("Seller Beneficiary")
         and First Security Bank of Utah, National Association ("Seller").

28       Prospectus of Registrant,  dated December 31, 1986, as  supplemented by
         supplements  dated March 13,  1987,  July 6, 1987,  September  1, 1987,
         November 30, 1987, March 25, 1988 and May 16, 1988.***

(b).     Current   Reports  on  Form  8-K  filed  during  the  last  quarter  of
         Registrant's fiscal year.

         None.
------------------------

*        Incorporated  by  reference to Exhibit 4 to  Registrant's  Registration
         Statement on Form S-1, dated August 13, 1986.

**       Incorporated  by  reference  to  Post-Effective   Amendment  No.  5  to
         Registrant's Registration Statement on Form S-1, dated May 20, 1988.

***      Incorporated  by  reference  to  Post-Effective   Amendment  No.  5  to
         Registrant's Registration Statement on Form S-1, dated May 20, 1988.

****     Incorporated by reference to Exhibit 10(b) to Registrant's Registration
         Statement on Form S-1, dated May 20, 1988.

*****    Incorporated by reference to Exhibit 10(c) to Registrant's Registration
         Statement on Form S-1, dated May 20, 1988.

******   Incorporated  by reference to  Registrant's  Annual Report on Form 10-K
         for the fiscal year ended December 31, 1992, File No. 0-15643.
<PAGE>
   



                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities  Exchange
Act of 1934,  Registrant  has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized on the 14th day of April, 1998.



NATIONAL LEASE INCOME FUND 6, L.P.

By:      ALI EQUIPMENT MANAGEMENT CORP.
         Managing General Partner
                                                                 Date

By:      /s/ Richard Sabella                                April 14, 1998
         -------------------
         Richard Sabella
         President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of Registrant in their
capacities as directors  and/or officers (as to the Managing General Partner) on
the date indicated below.


       Signature                     Title                             Date
       ---------                     -----                             ----


/s/ Lawrence Schachter    Senior Vice President and               April 14, 1998
----------------------    Chief Financial Officer
Lawrence Schachter          

/s/ Richard Sabella       Director and President                  April 14, 1998
------------------- 
Richard Sabella

/s/ David King            Director and Executive                  April 14, 1998
--------------            Vice President
David King                 

/s/ Kevin Reardon         Director and Vice President,            April 14, 1998
-----------------         Treasurer and Secretary
Kevin Reardon              


    
<PAGE>
EXHIBIT INDEX

3.1      Certificate of Limited  Partnership  of  Registrant,  filed on July 11,
         1986.*

3.2      Partnership  Agreement of  Registrant,  dated as of July 21,  1986,  as
         amended and restated as of December 22, 1986  (included as Exhibit A to
         Exhibit 28).**

3.3      Amendment to Certificate of Limited Partnership.

10.1     Participation Agreement, dated as of June 1, 1988, among First Security
         Bank of Utah,  N.A.  (the  "Bank"),  Registrant  and  Midway  Airlines,
         Inc.***

10.2     Lease Agreement,  dated as of June 1, 1988, between the Bank and Midway
         Airlines, Inc.***

10.3     Aircraft Purchase Agreement,  dated as of June 1, 1988, among the Bank,
         Registrant and Midway Airlines, Inc.***

10.4     Participation  Agreement,  dated as of July 15,  1988,  among the Bank,
         Registrant and Aloha Airlines, Inc.***

10.5     Lease Agreement,  dated as of July 15, 1988, between the Bank and Aloha
         Airlines, Inc.***

10.6     Aircraft  Purchase  Agreement,  dated as of July 15, 1988,  between the
         Bank and Aloha Airlines, Inc.***

10.7     Participation Agreement,  dated as of October 25, 1988, among the Bank,
         Registrant,  Security  Pacific  Equipment  Leasing,  Inc.  and Hawaiian
         Airlines.***

10.8     Aircraft  Lease,  dated as of October  25,  1988,  between the Bank and
         Hawaiian Airlines, Inc.***

10.9     Aircraft Purchase Agreement,  dated as of May 5, 1988, between Hawaiian
         Airlines, Inc. and Trust Company for USL, Inc.***

10.10    Lease  Agreement,  dated as of January 3,  1989,  between  the Bank and
         Southwest Airlines Co.***

10.11    Mortgage and Security  Agreement,  dated as of January 3, 1989, between
         the Bank and John Hancock Leasing Corporation.***

10.12    Participation  Agreement,  dated as of January 3, 1989, among the Bank,
         Registrant,   Southwest   Airlines   Co.  and  John   Hancock   Leasing
         Corporation.***

10.13    Lease  Agreement,  dated as of January 4,  1989,  between  the Bank and
         Southwest Airlines Co.***

10.14    Mortgage and Security  Agreement,  dated as of January 4, 1989, between
         the Bank and John Hancock Leasing Corporation.***

10.15    Participation  Agreement,  dated as of January 4, 1989, among the Bank,
         Registrant,   Southwest   Airlines   Co.  and  John   Hancock   Leasing
         Corporation. ***
<PAGE>
10.16    Loan Agreement,  dated as of January 17, 1989,  among  Registrant,  the
         Bank,  John  Hancock  Leasing  Corporation,  New  England  Mutual  Life
         Insurance Company and Meridian Trust Company.***

10.17    Loan Agreement,  dated as of January 18, 1989,  among  Registrant,  the
         Bank,  John  Hancock  Leasing  Corporation,  New  England  Mutual  Life
         Insurance Company and Meridian Trust Company.***

10.18    Management  Agreement between Registrant and ALI Leasing Service Corp.,
         dated July 20, 1986.****

10.19    Acquisition and Disposition  Services  Agreement between Registrant and
         ALI Leasing Service Corp., dated July 20, 1986.*****

10.20    Settlement  Agreement,  dated as of  August  21,  1992,  between  First
         Security Bank of Utah, N.A. and Alaska Airlines, Inc.******

10.21    Escrow Agreement,  dated August 21, 1992, between Alaska Airlines, Inc.
         and First Security Bank of Utah, N.A.******

10.22    Lease Amendment No. 2, dated as of November 5, 1992,  between  Hawaiian
         Airlines, Inc. and First Security Bank of Utah, N.A.******

10.23    Mortgage  Amendment  No. 2, dated as of November 5, 1992 between  First
         Security Bank of Utah,  N.A. and Security  Pacific  Equipment  Leasing,
         Inc.******

10.24    Interim  Settlement  Agreement,  dated as of January 27,  1993  between
         Integrated  Aircraft  Corp.,  IAC Leasing Corp. IV, IAC Leasing Corp V,
         Integrated  Aircraft Fund Management Corp and ALI Equipment  Management
         Corp. and Hawaiian Airlines, Inc.******

10.25    Agreement dated as of March 4, 1993,  between Aircraft Income Partners,
         L.P., Aircraft Income Partners II, L.P., and National Lease Income Fund
         6, L.P. and HAL, Inc. and Hawaiian Airlines, Inc.******

10.26    Form of Lease  Agreement,  dated as of January 5, 1993,  between  First
         Security Bank of Utah,  N.A., as Trustee for the benefits of Registrant
         and Continental Airlines.  Note:  substantially identical leases in all
         material respects except for aircraft specific  references were entered
         into with respect to two aircraft owned by First Security Bank of Utah,
         N.A., for the benefit of Registrant.******

10.27    Form of  Participation  Agreement,  dated as of January 5, 1993,  among
         First Security Bank of Utah, N.A., Registrant and Continental Airlines.
         Note:  substantially  identical  agreements  in all  material  respects
         except for aircraft specific  references were entered into with respect
         to two aircraft  owned by First  Security Bank of Utah,  N.A.,  for the
         benefit of Registrant.******

10.28    Second Lease  Extension  Agreement,  dated as of July 5, 1995,  between
         First  Security  Bank  of  Utah,  National  Association  and  Southwest
         Airlines Co.

10.29    Second Lease  Extension  Agreement,  dated as of July 5, 1995,  between
         First  Security  Bank  of  Utah,  National  Association  and  Southwest
         Airlines Co.
<PAGE>
10.30    Second Lease  Amendment and Extension  Agreement,  dated as of July 12,
         1995,  between First Security Bank of Utah,  National  Association  and
         Aloha Airlines Inc.

10.31    Purchase  Agreement,  dated  as of  March  31,  1995,  between  Coastal
         Airlines   ("Purchaser"),   First  Security  Bank  of  Utah,   National
         Association   ("Trustee")   and  National  Lease  Income  Fund  6  L.P.
         ("Beneficiary").

10.32    Amended and Restated Aircraft Purchase Agreement, dated as of September
         7,  1995,   between  ELTA  Electronics   Industries  Ltd.   ("Purchaser
         Beneficiary"),  First  Security  Bank  of  Utah,  National  Association
         ("Purchaser"), National Lease Income Fund 6 L.P. ("Seller Beneficiary")
         and First Security Bank of Utah, National Association ("Seller").

28       Prospectus of Registrant,  dated December 31, 1986, as  supplemented by
         supplements  dated March 13,  1987,  July 6, 1987,  September  1, 1987,
         November 30, 1987, March 25, 1988 and May 16, 1988.***

------------------------
*        Incorporated  by  reference to Exhibit 4 to  Registrant's  Registration
         Statement on Form S-1, dated August 13, 1986.

**       Incorporated  by  reference  to  Post-Effective   Amendment  No.  5  to
         Registrant's Registration Statement on Form S-1, dated May 20, 1988.

***      Incorporated  by  reference  to  Post-Effective   Amendment  No.  5  to
         Registrant's Registration Statement on Form S-1, dated May 20, 1988.

****     Incorporated by reference to Exhibit 10(b) to Registrant's Registration
         Statement on Form S-1, dated May 20, 1988.

*****    Incorporated by reference to Exhibit 10(c) to Registrant's Registration
         Statement on Form S-1, dated May 20, 1988.

******   Incorporated  by reference to  Registrant's  Annual Report on Form 10-K
         for the fiscal year ended December 31, 1992, File No. 0-15643.