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

                                  Form 10-QSB/A

(Mark One)
[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934

                 For the quarterly period ended September 30, 2002


[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934

              For the transition period from __________ to __________

                         Commission file number 0-13112


                        REAL ESTATE ASSOCIATES LIMITED VI
                       (A California Limited Partnership)


          California                                            95-3778627
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization                               Identification No.)

                          55 Beattie Place, PO Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)

                                 (864) 239-1000
                           (Issuer's telephone number)



<PAGE>


                                Explanatory Note

This document amends the Form 10-QSB for the quarter ended September 30, 2002 to
reflect the Partnership's  application of the equity method of accounting and to
include  financial   statements  that  have  been  reviewed  by  an  independent
accountant  as required by Rule  10-01(d) of  Regulation  S-X.  The  Partnership
incorrectly recognized equity in income of limited partnerships in the amount of
$87,280 during the three and nine months ended September 30, 2002,  resulting in
an   understatement  of  the  net  loss  for  the  period  and  a  corresponding
overstatement of the investment in limited partnerships and an understatement of
partners'  deficiency as of September 30, 2002. This error has been corrected in
the  restated  financial  statements.   This  document  is  accompanied  by  the
certifications  required by the  Sarbanes-Oxley Act of 2002 and Rules 13a-14 and
15d-14 promulgated under the Securities Exchange Act of 1934, as amended.




<PAGE>



                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                             INDEX TO FORM 10-QSB/A

                    FOR THE QUARTER ENDED SEPTEMBER 30, 2002




PART I.     FINANCIAL INFORMATION

      ITEM 1.     FINANCIAL STATEMENTS

                  Consolidated Balance Sheet, September 30, 2002               1

                  Consolidated Statements of Operations
                    Three and Nine Months Ended September 30, 2002 and 2001    2

                  Consolidated Statement of Partners' Deficiency
                    Nine months Ended September 30, 2002                       3

                  Consolidated Statements of Cash Flows
                    Nine months Ended September 30, 2002 and 2001              4

                  Notes to Consolidated Financial Statements                   5

      ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN
                  OF OPERATION                                                11

      ITEM 3.     CONTROLS AND PROCEDURES                                     13

PART II.    OTHER INFORMATION

      ITEM 1.     LEGAL PROCEEDINGS                                           14

      ITEM 5.     OTHER INFORMATION                                           14

      ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K                            15

      SIGNATURES                                                              16

      CERTIFICATIONS                                                          17

      EXHIBIT                                                                 19


<PAGE>




                         PART I - FINANCIAL INFORMATION


ITEM 1.     FINANCIAL STATEMENTS



                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                           CONSOLIDATED BALANCE SHEET

                               SEPTEMBER 30, 2002
                                   (Unaudited)

<TABLE>
<CAPTION>


                        ASSETS                                            (Restated)

<S>                                       <C>                             <C>
Investments in limited partnerships (Note 2)                              $ 578,539
Cash and cash equivalents                                                  1,704,668

            Total assets                                                 $ 2,283,207

         LIABILITIES AND PARTNERS' DEFICIENCY

Liabilities:
   Notes payable and amounts due for partnership
     interests, including $520,000 in default
       (Note 3)                                                          $ 1,765,000
   Accrued interest payable, including $854,838
       in default (Note 3)                                                 2,287,215
   Accounts payable and accrued expenses                                      37,623
   Due to affiliates (Note 4)                                                 33,557
                                                                           4,123,395
Contingencies (Note 5)

Partners' deficiency:
   General partners                                      $ (369,591)
   Limited partners                                       (1,470,597)     (1,840,188)

         Total liabilities and partners' deficiency                      $ 2,283,207


  The accompanying notes are an integral part of these consolidated financial
                                  statements.
</TABLE>



<PAGE>




                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                      CONSOLIDATED STATEMENTS OF OPERATIONS

          FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)


<TABLE>
<CAPTION>

                                              Three Months Ended           Nine Months Ended
                                                 September 30,               September 30,
                                              2002          2001           2002          2001
                                           (Restated)                   (Restated)
<S>                                          <C>          <C>            <C>           <C>
interest income                              $ 6,545      $ 25,387       $ 20,944      $ 89,900

operating Expenses:
  Management fee - partners (Note 4)           51,609        51,609       152,924        154,826
  Legal and accounting                         22,941        68,411        82,506        114,995
  General and administrative (Note 4)          12,309        53,873        67,565         86,632
  Interest (Note 3)                            34,588        34,200       102,491        102,600
        Total operating expenses              121,447       208,093       405,486        459,053

Loss from Partnership operations             (114,902)     (182,706)     (384,542)      (369,153)
Distributions from limited partnerships
  recognized as income (Note 2)                    --            --        16,382          9,264
Equity in loss of limited
  partnerships and amortization of
  acquisition costs (Note 2)                  (47,989)     (145,311)     (102,669)      (471,724)

Net loss                                    $(162,891)    $(328,017)    $(470,829)     $(831,613)

Net loss allocated to general partners
  (1%)                                      $ (1,629)     $ (3,280)      $ (4,708)     $ (8,316)
Net loss allocated to limited partners
  (99%)                                      (161,262)     (324,737)     (466,121)      (823,297)

                                            $(162,891)    $(328,017)    $(470,829)     $(831,613)
Net loss per limited partnership
  interest (Note 1)                           $ (10)        $ (19)        $ (28)         $ (49)

 The accompanying notes are an integral part of these consolidated financial
                                   statements.
</TABLE>


<PAGE>




                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                   CONSOLIDATED STATEMENT OF PARTNERS' DEFICIENCY

              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 (Restated)
                                   (Unaudited)

<TABLE>
<CAPTION>



                                        General          Limited
                                       Partners          Partners          Total

<S>                                                         <C>
Partnership interests                                       16,810

Partners' deficiency,
  January 1, 2002                     $ (364,883)      $(1,004,476)     $(1,369,359)

Net loss for the nine months
  ended September 30, 2002                (4,708)         (466,121)        (470,829)

Partners' deficiency,
  September 30, 2002                  $ (369,591)      $(1,470,597)     $(1,840,188)

 The accompanying notes are an integral part of these consolidated financial
                                  statements.
</TABLE>



<PAGE>




                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

               FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)


<TABLE>
<CAPTION>

                                                                      2002            2001
CASH FLOWS FROM OPERATING ACTIVITIES:                              (Restated)

<S>                                                                <C>             <C>
  Net loss                                                         $ (470,829)     $ (831,613)
  Adjustments to reconcile net loss to net cash used in
   operating activities:
     Equity in loss of limited partnerships and
      amortization of acquisition costs                               102,669         471,724
     Increase (decrease) in:
      Due to affiliates                                                27,722             --
      Accounts payable and accrued expenses                           (33,800)         (6,901)
      Accrued interest payable                                        102,491         102,599
         Net cash used in operating activities                       (271,747)       (264,191)

Cash flows from investing activities:
  Distributions from limited partnerships recognized as a
   reduction of the investment balance                                  1,523          40,441
  Capital contributions and advances                                 (172,574)       (506,831)
         Net cash used in investing activities                       (171,051)       (466,390)


NET DECREASE IN CASH AND CASH EQUIVALENTS                            (442,798)       (730,581)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                      2,147,466       3,197,380

CASH AND CASH EQUIVALENTS, END OF PERIOD                           $1,704,668      $2,466,799

 The accompanying notes are an integral part of these consolidated financial
                                   statements.
</TABLE>



<PAGE>


                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                                 MARCH 31, 2002




                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2002


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General

The information  contained in the following notes to the consolidated  financial
statements  is  condensed  from that which would  appear in the  audited  annual
consolidated  financial  statements;  accordingly,  the  consolidated  financial
statements   included  herein  should  be  reviewed  in  conjunction   with  the
consolidated  financial  statements  and related notes thereto  contained in the
annual  report for the year ended  December  31,  2001  prepared  by Real Estate
Associates   Limited  VI  (the   "Partnership"  or   "Registrant").   Accounting
measurements at interim dates  inherently  involve greater reliance on estimates
than at year end. The results of operations  for the interim  periods  presented
are not necessarily indicative of the results for the entire year.

In the  opinion of the  Partnership,  the  accompanying  unaudited  consolidated
financial  statements  contain all adjustments  (consisting  primarily of normal
recurring  accruals)  necessary to present fairly the financial  position of the
Partnership  at September 30, 2002 and the results of operations  and changes in
cash flows for the three and nine months ended September 30, 2002 and 2001.

The general  partners  collectively  have a one percent  interest in profits and
losses of the  Partnership.  The limited  partners have the remaining 99 percent
interest  which  is  allocated  in  proportion  to their  respective  individual
investments.  The general  partners of the Partnership are National  Partnership
Investments  Corp.  ("NAPICO" or the "Corporate  General  Partner") and National
Partnership   Investment  Associates  ("NPIA"  or  the  "Non-Corporate   General
Partner").

On December 3, 2001, Casden Properties Inc., entered into a merger agreement and
certain other  transaction  documents with  Apartment  Investment and Management
Company,  a Maryland  corporation  ("AIMCO")  and  certain of its  subsidiaries,
pursuant to which, on March 11, 2002, AIMCO acquired Casden  Properties Inc. and
its  subsidiaries,  including 100% of the  outstanding  capital stock of NAPICO.
Prior to March 11, 2002, Casden Properties Inc. owned a 95.25% economic interest
in NAPICO, with the balance owned by Casden Investment Corporation ("CIC"). CIC,
which is wholly owned by Alan I. Casden, owned 95% of the voting common stock of
NAPICO prior to March 11, 2002.

Basis of Presentation

The  accompanying  consolidated  financial  statements  have  been  prepared  in
conformity with accounting principles generally accepted in the United States of
America.

Principles of Consolidation

The  consolidated  financial  statements  include  the  accounts  of Real Estate
Associates  Limited  VI  and  its  majority-owned   general  partnerships.   All
significant  intercompany  accounts and  transactions  have been  eliminated  in
consolidation.

Method of Accounting for Investment in Limited Partnerships

The investments in unconsolidated  limited partnerships are accounted for on the
equity method. Acquisition, selection and other costs related to the acquisition
of the projects are capitalized as part of the investment  account and are being
amortized by the straight line method over the estimated lives of the underlying
assets, which is generally 30 years.

Recent Accounting Pronouncements

In  January  2003,  the  FASB  issued  FASB  Interpretation  No.  46  ("FIN46"),
Consolidation of Variable  Interest  Entities,  an Interpretation of ARB No. 51.
FIN46 requires  certain  variable  interest  entities to be  consolidated by the
primary  beneficiary of the entity if the equity  investors in the entity do not
have the  characteristics  of a  controlling  financial  interest or do not have
sufficient  equity at risk for the  entity to  finance  its  activities  without
additional subordinated financial support from other parties. FIN46 is effective
for all new variable  interest  entities  created or acquired  after January 31,
2003. For variable  interest  entities  created or acquired prior to February 1,
2003,  the  provisions  of FIN46 must be applied for the first interim or annual
period  beginning after June 15, 2003. The  Partnership is currently  evaluating
the  effect,  if any,  that the  adoption  of FIN46 will have on its  results of
operations and financial condition.

Net Loss Per Limited Partnership Interest

Net loss per limited  partnership  interest was computed by dividing the limited
partners'  share of net loss by the  number  of  limited  partnership  interests
outstanding during the period. The number of limited  partnership  interests was
16,810 for the periods presented.

Cash and Cash Equivalents

Cash  and  cash  equivalents  consist  of  cash  and  money  market  funds.  The
Partnership  has its cash and cash  equivalents  on deposit  primarily  in money
market  funds.  Such  cash and cash  equivalents  may be in  excess  of the FDIC
insurance limit.

Impairment of Long-Lived Assets

The  Partnership  reviews  long-lived  assets to determine if there has been any
permanent  impairment whenever events or changes in circumstances  indicate that
the  carrying  amount  of the asset  may not be  recoverable.  If the sum of the
expected future cash flows is less than the carrying  amount of the assets,  the
Partnership recognizes an impairment loss.

NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS

The Partnership  incorrectly recognized equity in income of limited partnerships
in the amount of $87,280  during the three and nine months ended  September  30,
2002,  resulting  in an  understatement  of the net  loss for the  period  and a
corresponding  overstatement  of the investment in limited  partnerships  and an
understatement of partners' deficiency as of September 30, 2002,  This error has
been corrected in the restated financial statements.

The  following  table  sets forth the  adjustments  to the  balance  sheet as of
September  30,  2002 and the  statements  of  operations  for the three and nine
months  ended  September  30,  2002.  The only  financial  statement  line items
included  here are those that have been restated  from the  originally  reported
amounts.

<TABLE>
<CAPTION>

                                                         As of September 30, 2002
                                                      As previously
                                                        reported        As restated
Balance sheet data:
<S>                                                    <C>               <C>
Investments in limited partnerships                    $  665,819        $  578,539
Total assets                                            2,370,487         2,283,207
Partners' deficiency                                   (1,752,908)       (1,840,188)
Total liabilities and partners' deficiency              2,370,457         2,283,207
</TABLE>


<TABLE>
<CAPTION>

                                     Three Months Ended            Nine Months Ended
                                     September 30, 2002            September 30, 2002
                                 As previously                As previously
                                   reported      As restated     reported     As restated

Statement of operations data:
Equity in (loss) income of
<S>                             <C>             <C>            <C>            <C>
 limited partnerships           $ (15,389)      $(102,669)     $ 39,291       $ (47,989)
Net loss                         (383,549)       (470,829)      (75,611)       (162,891)
Net loss allocated to
 general partners                  (3,835)         (4,708)         (756)         (1,629)
Net loss allocated to
 limited partners                (379,714)       (466,121)      (74,855)       (161,262)
Net loss per limited
 partnership interest                 (23)            (28)           (4)            (10)
</TABLE>

As of September 30, 2002, the Partnership holds limited partnership interests in
twenty  local  limited  partnerships  (the  "Local  Limited  Partnerships").  In
addition, the Partnership holds a majority-owned general partner interest in REA
III,  which in turn,  holds limited  partnership  interests in three  additional
Limited  Partnerships.  In total,  therefore,  the Partnership  holds interests,
either  directly  or  indirectly  through  REA  III,  in  twenty-three   Limited
Partnerships which owned as of September 30, 2002, residential low income rental
projects  consisting  of 1,369  apartment  units.  The  mortgage  loans of these
projects are payable to or insured by various governmental agencies.

The  Partnership,  as a limited  partner,  does not  exercise  control  over the
activities and operations,  including  refinancing or selling decisions,  of the
Local  Limited  Partnerships.  Accordingly,  the  Partnership  accounts  for its
investments  in the Local  Limited  Partnerships  using the equity  method.  The
Partnership  is allocated  profits and losses of the Local Limited  Partnerships
based  upon its  respective  ownership  percentage  (between  90% and 99%).  The
Partnership  is also entitled to 99.9% of the profits and losses of REA III. REA
III is entitled to a 99% interest in each of the Local Limited  Partnerships  in
which it has invested.  Distributions  of surplus cash from operations from most
of  the  Local  Limited   Partnerships  are  restricted  by  the  Local  Limited
Partnerships' Regulatory Agreements with the United States Department of Housing
and Urban Development  ("HUD").  These  restrictions limit the distribution to a
portion,  generally less than 10%, of the initial invested  capital.  The excess
surplus  cash is  deposited  into a  residual  receipts  reserve,  of which  the
ultimate  realization by the Partnership is uncertain as HUD frequently  retains
it upon sale or dissolution of the Local Limited Partnership. The Partnership is
allocated  profits and losses and receives  distributions  from refinancings and
sales in accordance with the Local Limited Partnerships' partnership agreements.
These  agreements  usually limit the  Partnership's  distributions  to an amount
substantially   less  than  its  ownership   percentage  in  the  Local  Limited
Partnership.

The individual  investments are carried at cost plus the Partnership's  share of
the Local  Limited  Partnership's  profits less the  Partnership's  share of the
Local Limited  Partnership's  losses,  distributions and impairment charges. See
"Note 1 -  Organization  and Summary of Significant  Accounting  Policies" for a
description of the impairment  policy. The Partnership is not legally liable for
the obligations of the Local Limited Partnerships and is not otherwise committed
to provide additional support to them.  Therefore,  it does not recognize losses
once its  investment  in each of the Local  Limited  Partnerships  reaches zero.
Distributions  from  the  Local  Limited  Partnerships  are  accounted  for as a
reduction of the investment  balance until the investment  balance is reduced to
zero.  When  the  investment  balance  has  been  reduced  to  zero,  subsequent
distributions  received are recognized as income in the accompanying  statements
of operations.

For those  investments  where the  Partnership  has determined that the carrying
value  of its  investments  approximates  the  estimated  fair  value  of  those
investments,  the  Partnership's  policy is to recognize equity in income of the
Local  Limited  Partnerships  only to the extent of  distributions  received and
amortization  of  acquisition  costs  from  those  Local  Limited  Partnerships.
Therefore,  the  Partnership  limits its  recognition of equity  earnings to the
amount it expects to ultimately realize.

As of September 30, 2002, the  investment  balance in 21 of the 23 Local Limited
Partnerships  had been reduced to zero. The Partnership  still has an investment
balance in Cassidy Village and Park Place Limited Partnerships.

The following is a summary of the investment in the Limited Partnerships for the
nine months ended September 30, 2002:

           Balance, beginning of period                    $ 510,157
           Equity in loss of limited partnerships            (99,514)
           Amortization of acquisition costs                  (3,155)
           Capital contributions and advances                172,574
           Distributions recognized as a return of
             reduction of the investment balance              (1,523)

           Balance, end of period                          $ 578,539

The following are unaudited combined estimated  statements of operations for the
three and nine months ended  September  30, 2002 and 2001 of the  unconsolidated
Limited Partnerships in which the Partnership has invested:

<TABLE>
<CAPTION>

                               Three Months Ended              Nine Months Ended
                                 September 30,                   September 30,
                              2002           2001             2002            2001
Revenues
<S>                       <C>             <C>             <C>             <C>
  Rental and other        $ 2,508,000     $ 2,474,000     $ 7,524,000     $ 7,422,000

Expenses
  Depreciation                401,000         403,000       1,203,000       1,209,000
  Interest                    640,000         647,000       1,920,000       1,941,000
  Operating                 1,558,000       1,534,000       4,674,000       4,602,000

                            2,599,000       2,584,000       7,797,000       7,752,000

Net loss                   $ (91,000)     $ (110,000)      $ (273,000)     $ (330,000)
</TABLE>

In addition to being the Corporate  General Partner of the Partnership,  NAPICO,
or one of its affiliates,  is the general partner and property  management agent
for certain of the Limited Partnerships included above. The Limited Partnerships
pay NAPICO or its affiliate property  management fees in the amount of 5 percent
of their gross rental revenues and data  processing  fees. The amounts paid were
$80,772  and  $86,195 for the nine  months  ended  September  30, 2002 and 2001,
respectively.

Under recent adopted law and policy, the United States Department of Housing and
Urban  Development  ("HUD") has determined  not to renew the Housing  Assistance
Payment  ("HAP")  Contracts  on a long  term  basis on the  existing  terms.  In
connection with renewals of the HAP Contracts under such new law and policy, the
amount of rental  assistance  payments under renewed HAP Contracts will be based
on market rentals instead of above market  rentals,  which may be the case under
existing HAP Contracts.  The payments under the renewed HAP Contracts may not be
in an amount  that  would  provide  sufficient  cash  flow to  permit  owners of
properties  subject to HAP  Contracts to meet the debt service  requirements  of
existing  loans  insured by the Federal  Housing  Administration  of HUD ("FHA")
unless such mortgage loans are  restructured.  In order to address the reduction
in payments under HAP Contracts as a result of this new policy, the Multi-family
Assisted Housing Reform and  Affordability  Act of 1997 ("MAHRAA")  provides for
the  restructuring  of  mortgage  loans  insured  by the  FHA  with  respect  to
properties  subject  to the  Section 8 program.  Under  MAHRAA,  an  FHA-insured
mortgage  loan can be  restructured  into a first  mortgage  loan  which will be
amortized on a current basis and a low interest  second mortgage loan payable to
FHA which will only be payable on  maturity  of the first  mortgage  loan.  This
restructuring  results in a  reduction  in annual debt  service  payments by the
owner of the FHA-insured mortgage loan and is expected to result in an insurance
payment from FHA to the holder of the  FHA-insured  loan due to the reduction in
the principal amount. MAHRAA also phases out project-based subsidies on selected
properties  serving  families not located in rental markets with limited supply,
converting such subsidies to a tenant-based subsidy.

When the HAP  Contracts are subject to renewal,  there can be no assurance  that
the Limited  Partnerships  in which the  Partnership  has an investment  will be
permitted to restructure its mortgage  indebtedness  under MAHRAA.  In addition,
the  economic  impact  on the  Partnership  of the  combination  of the  reduced
payments  under  the  HAP  Contracts  and  the  restructuring  of  the  existing
FHA-insured mortgage loans under MAHRAA is uncertain.

NOTE 3 - NOTES PAYABLE AND AMOUNTS DUE FOR PARTNERSHIP INTERESTS

Three  of  the  Partnership's  investments  involved  purchases  of  partnership
interests   from   partners  who   subsequently   withdrew  from  the  operating
partnership.  The  purchase of these  interests  provides  for  additional  cash
payments of  approximately  $325,000 based upon specified  events as outlined in
the purchase  agreements.  Such amounts have been  recorded as  liabilities.  In
addition,  the  Partnership  is  obligated  on  non-recourse  notes  payable  of
$1,440,000  which bear  interest  at 9.5  percent  per annum and have  principal
maturities  ranging from  December 1999 to December  2012.  One note payable and
related accrued interest  aggregating  approximately  $1,405,000  became payable
prior to  September  30, 2002.  Management  is in the process of  attempting  to
negotiate the extension of the maturity date on this note payable.  In the event
the negotiations are unsuccessful,  the Partnership could lose its investment in
the Local Limited Partnership to foreclosure.

The notes and  related  interest  are  payable  from  cash flow  generated  from
operations  of the  related  rental  properties  as defined in the notes.  These
obligations are  collateralized by the Partnership's  investments in the Limited
Partnerships. Unpaid interest is due at maturity of the notes.

Payment of the notes payable and related accrued interest are due as follows:

            Years Ending December 31,            Notes         Interest
                       2002                    $ 520,000      $ 884,838
                       2003                            --             --
                       2004                            --             --
                       2005                       750,000      1,098,079
                       2006                            --             --
                    Thereafter                    170,000        304,298

                                               $1,440,000     $2,287,215

NOTE 4 - RELATED PARTY TRANSACTIONS

Under  the  terms  of  the  Restated   Certificate   and  Agreement  of  Limited
Partnership, the Partnership is obligated to NAPICO for an annual management fee
of  approximately  .4 percent of the  original  invested  assets of the  limited
partnerships.  Invested  assets are  defined as the costs of  acquiring  project
interests,  including the proportionate  amount of the mortgage loans related to
the   Partnership's   interests  in  the  capital  accounts  of  the  respective
partnerships.  This fee was  $152,924  and  $154,826  for the nine months  ended
September 30, 2002 and 2001, respectively.  $32,506 of the 2002 fees are payable
to NAPICO at September 30, 2002 and are included in "Due to  affiliates"  on the
accompanying balance sheet.

The Partnership  reimburses  NAPICO for certain  expenses.  The reimbursement to
NAPICO was $17,178 and $18,950 for the nine month  periods  ended  September 30,
2002 and 2001,  respectively,  and is  included  in general  and  administrative
expenses.

AIMCO  and its  affiliates  as of  September  30,  2002  do not own any  limited
partnership  interests (the "Units") in the Partnership.  A Unit consists of two
limited  partnership  interests.  On September  16, 2002,  an affiliate of AIMCO
commenced  a tender  offer to purchase  up to fifty  percent of the  Partnership
interests for a purchase  price of $85.00 per Unit in cash. The offer expired on
November 11, 2002, at which time AIMCO had acquired a total of 247 Units (or 494
limited  partnership  interests),   representing   approximately  2.94%  of  the
outstanding  Units.  It is possible  that AIMCO or its  affiliates  will acquire
additional Units of limited partnership  interest in the Partnership in exchange
for cash or a  combination  of cash and units in the  operating  partnership  of
AIMCO. Under the Partnership  Agreement,  unitholders  holding a majority of the
Units are  entitled to take action with  respect to a variety of matters,  which
would  include  voting on certain  amendments to the  Partnership  Agreement and
voting to remove the Corporate  General Partner.  Although the Corporate General
Partner owes fiduciary duties to the limited  partners of the  Partnership,  the
Corporate  General  Partner  also  owes  fiduciary  duties  to AIMCO as its sole
stockholder.  As a result,  the  duties of the  Corporate  General  Partner,  as
Corporate General Partner,  to the Partnership and its limited partners may come
into conflict with the duties of the Corporate  General Partner to AIMCO, as its
sole stockholder.

NOTE 5 - CONTINGENCIES

On August 27, 1998, two investors holding an aggregate of eight units of limited
partnership  interests  in Real Estate  Associates  Limited  III (an  affiliated
partnership in which NAPICO is the corporate  general partner) and two investors
holding  an  aggregate  of five units of limited  partnership  interests  in the
Partnership  commenced  an action in the United  States  District  Court for the
Central District of California against the Partnership, NAPICO and certain other
defendants.  The complaint alleged that the defendants  breached their fiduciary
duty to the limited partners of certain NAPICO managed partnerships and violated
securities  laws by making  materially  false and  misleading  statements in the
consent   solicitation   statements  sent  to  the  limited   partners  of  such
partnerships  relating to approval of the transfer of  partnership  interests in
limited partnerships,  owning certain of the properties, to affiliates of Casden
Properties  Inc.,  organized by an affiliate of NAPICO.  The  plaintiffs  sought
equitable relief, as well as compensatory  damages and litigation related costs.
On August 4, 1999, one investor holding one unit of limited partnership interest
in Housing Programs Limited (another  affiliated  partnership in which NAPICO is
the corporate  general  partner)  commenced a virtually  identical action in the
United States District Court for the Central District of California  against the
Partnership,  NAPICO and certain other entities.  The second action was subsumed
in the first action,  and was  certified as a class action.  On August 21, 2001,
plaintiffs filed a supplemental complaint,  which added new claims,  including a
rescission  of the transfer of  partnership  interests  and an  accounting.  The
matter was tried in October  and  November  2002.  In  November  2002,  the jury
returned  special  verdicts  against NAPICO and certain other  defendants in the
amount of  approximately  $25.2 million for  violations  of securities  laws and
against NAPICO for  approximately  $67.3 million for breaches of fiduciary duty.
In addition,  the jury awarded the plaintiffs punitive damages against NAPICO of
approximately  $92.5  million.  NAPICO and the other  defendants  have submitted
motions  seeking to set aside the verdict in its  entirety,  with oral  argument
scheduled for March 2003.  While the matter is not yet final and no judgment has
been entered,  the matter is the  responsibility  of the former  shareholders of
Casden Properties Inc. pursuant to the documents related to AIMCO's  acquisition
of Casden Properties Inc., which was completed in March 2002.

The Corporate General Partner of the Partnership is involved in various lawsuits
and  has  also  been  named  as a  defendant  in  other  lawsuits  arising  from
transactions  in the ordinary  course of business.  In the opinion of management
and the Corporate  General  Partner,  the claims will not result in any material
liability to the Partnership.

NOTE 6 - FAIR VALUE OF FINANCIAL INSTRUMENTS

Statement of Financial  Accounting  Standards  No. 107,  "Disclosure  about Fair
Value of Financial  Instruments,"  requires disclosure of fair value information
about financial instruments,  when it is practicable to estimate that value. The
notes payable and amounts due for partnership  interests are  collateralized  by
the Partnership's  investments in investee limited  partnerships and are payable
only  out of cash  distributions  from  investee  partnerships.  The  operations
generated  by  the  investee  limited   partnerships,   which  account  for  the
Partnership's  primary  source of  revenues,  are subject to various  government
rules,  regulations and restrictions which make it impracticable to estimate the
fair value of the notes and  related  accrued  interest  payable.  The  carrying
amount of other  assets  and  liabilities  reported  on the  balance  sheet that
require  such  disclosure  approximates  fair  value  due  to  their  short-term
maturity.


<PAGE>

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The matters discussed in this report contain certain forward-looking statements,
including, without limitation, statements regarding future financial performance
and the effect of government  regulations.  The discussions of the  Registrant's
business  and  results  of  operations,   including  forward-looking  statements
pertaining to such matters,  do not take into account the effects of any changes
to the  Registrant's  business  and results of  operations.  Actual  results may
differ  materially  from those described in the  forward-looking  statements and
will  be  affected  by  a  variety  of  risks  and  factors  including,  without
limitation:  national and local economic  conditions;  the terms of governmental
regulations that affect the Registrant and interpretations of those regulations;
the competitive  environment in which the Registrant operates;  financing risks,
including the risk that cash flows from  operations may be  insufficient to meet
required  payments of  principal  and  interest;  real estate  risks,  including
variations  of real  estate  values and the  general  economic  climate in local
markets and competition for tenants in such markets; and possible  environmental
liabilities.   Readers  should  carefully  review  the  Registrant's   financial
statements and the notes thereto,  as well as the risk factors  described in the
documents  the  Registrant  files  from  time to time  with the  Securities  and
Exchange Commission.

The Corporate  General  Partner  monitors  developments in the area of legal and
regulatory   compliance  and  is  studying  new  federal  laws,   including  the
Sarbanes-Oxley  Act of 2002. The Sarbanes-Oxley Act of 2002 mandates or suggests
additional compliance measures with regard to governance,  disclosure, audit and
other areas.  In light of these changes,  the  Partnership  expects that it will
incur higher expenses related to compliance, including increased legal and audit
fees.

Liquidity and Capital Resources

The Partnership's primary sources of funds include interest income on short term
investments and distributions from Limited Partnerships in which the Partnership
has invested.  It is not expected that any of the Limited  Partnerships in which
the  Partnership  has invested will generate cash flow sufficient to provide for
distributions to limited partners in any material amount.

During the nine months ended September 30, 2002, the Partnership  advanced funds
to eleven of the Limited  Partnerships  totaling $172,754 for property insurance
expenses.  The Partnership  received  distributions from Cadybrook,  Valley Oaks
Senior and Park Limited  Partnerships during the nine months ended September 30,
2002. The Partnership's  investment  balance in Cadybrook and Valley Oaks Senior
Limited  Partnerships  had been reduced to zero at September  30, 2002, so these
distributions  totaling $16,382 were recognized as income. The Partnership still
has an investment balance in Park Place Limited Partnership so this distribution
of $1,523 was recorded as a return of capital.

Results of Operations

Partnership  revenues consist  primarily of interest income earned on investment
of funds not required for investment in Limited Partnerships.

An annual  Partnership  management  fee in an  amount  equal to 0.4  percent  of
invested assets. The management fee is paid to the Corporate General Partner for
its continuing  management of partnership  affairs. The fee is payable beginning
with the month  following  the  Partnership's  initial  investment  in a Limited
Partnership.  Management fees were  approximately  $153,000 and $155,000 for the
nine months ended September 30, 2002 and 2001, respectively.

Operating expenses,  other than management fees, consist of legal and accounting
fees for services rendered to the Partnership and administrative expenses. Legal
and  accounting  fees  were  $82,506  and  $114,995  for the nine  months  ended
September 30, 2002 and 2001,  respectively.  General and administrative expenses
were $67,565 and $86,632 for the nine months ended  September 30, 2002 and 2001,
respectively.

The  Partnership,  as a limited  partner,  does not  exercise  control  over the
activities and operations,  including  refinancing or selling decisions,  of the
Local  Limited  Partnerships.  Accordingly,  the  Partnership  accounts  for its
investments in the Local Limited Partnerships using the equity method. Thus, the
individual  investments are carried at cost plus the Partnership's  share of the
Local   Partnership's   profits  less  the  Partnership's  share  of  the  Local
Partnership's  losses and  distributions and any impairments  charges.  However,
since the  Partnership  is not legally  liable for the  obligations of the Local
Limited  Partnerships,  or is not  otherwise  committed  to  provide  additional
support to them, it does not recognize losses once its investment in each of the
Local Limited  Partnerships  reaches zero.  Distributions from the Local Limited
Partnerships  are accounted for as a reduction of the  investment  balance until
the investment  balance is reduced to zero. When the investment balance has been
reduced to zero, subsequent  distributions  received are recognized as income in
the  accompanying  statements of  operations.  For those  investments  where the
Partnership   has  determined   that  the  carrying  value  of  its  investments
approximates the estimated fair value of those  investments,  the  Partnership's
policy is to recognize equity in income of the Local Limited  Partnerships  only
to the extent of distributions  received and  amortization of acquisition  costs
from those Local Limited  Partnerships.  During the nine months ended  September
30, 2002 and 2001,  the  Partnership  recognized  equity in loss of $102,669 and
$471,724,  respectively,  from the Local Limited  Partnerships.  During the nine
months ended September 30, 2002 and 2001, the Partnership received distributions
of $16,382 and $9,264,  respectively,  from Local Limited Partnerships that were
recognized as income in the  statements of  operations  since the  Partnership's
investment  value has been reduced to zero in these Local Limited  Partnerships.
In  addition,  during the nine months  ended  September  30,2002  and 2001,  the
Partnership received distributions of $1,523 and $40,441, respectively, from the
two local limited  partnerships that still have an investment balance which were
recognized as a reduction of the investment balances.

Except for  investing  cash in money  market  mutual  funds,  the  Partnership's
investments  are entirely  interests in other  limited and general  partnerships
owning government  assisted projects.  Available cash is invested in these money
market  funds  earning  interest  income  as  reflected  in  the  statements  of
operations.  These funds can be readily converted to cash to meet obligations as
they arise.

Under recent adopted law and policy, the United States Department of Housing and
Urban  Development  ("HUD") has determined  not to renew the Housing  Assistance
Payment  ("HAP")  Contracts  on a long  term  basis on the  existing  terms.  In
connection with renewals of the HAP Contracts under such new law and policy, the
amount of rental  assistance  payments under renewed HAP Contracts will be based
on market rentals instead of above market  rentals,  which may be the case under
existing HAP Contracts.  The payments under the renewed HAP Contracts may not be
in an amount  that  would  provide  sufficient  cash  flow to  permit  owners of
properties  subject to HAP  Contracts to meet the debt service  requirements  of
existing  loans  insured by the Federal  Housing  Administration  of HUD ("FHA")
unless such mortgage loans are  restructured.  In order to address the reduction
in payments under HAP Contracts as a result of this new policy, the Multi-family
Assisted Housing Reform and  Affordability  Act of 1997 ("MAHRAA")  provides for
the  restructuring  of  mortgage  loans  insured  by the  FHA  with  respect  to
properties  subject  to the  Section 8 program.  Under  MAHRAA,  an  FHA-insured
mortgage  loan can be  restructured  into a first  mortgage  loan  which will be
amortized on a current basis and a low interest  second mortgage loan payable to
FHA which will only be payable on  maturity  of the first  mortgage  loan.  This
restructuring  results in a  reduction  in annual debt  service  payments by the
owner of the FHA-insured mortgage loan and is expected to result in an insurance
payment from FHA to the holder of the  FHA-insured  loan due to the reduction in
the principal amount. MAHRAA also phases out project-based subsidies on selected
properties  serving  families not located in rental markets with limited supply,
converting such subsidies to a tenant-based subsidy.

When the HAP  Contracts are subject to renewal,  there can be no assurance  that
the local limited  partnerships  in which the Partnership has an investment will
be permitted to restructure its mortgage indebtedness under MAHRAA. In addition,
the  economic  impact  on the  Partnership  of the  combination  of the  reduced
payments  under  the  HAP  Contracts  and  the  restructuring  of  the  existing
FHA-insured mortgage loans under MAHRAA is uncertain.

Notes payable and related accrued  interest  payable  aggregating  approximately
$1,404,000  became  payable  prior to September  30, 2002.  Management is in the
process of  attempting to negotiate  extensions  of the maturity  dates on these
notes payable.  In the event the negotiations are unsuccessful,  the Partnership
could lose its investment in the Local Limited Partnership to foreclosure.

AIMCO  and its  affiliates  as of  September  30,  2002  do not own any  limited
partnership  interests (the "Units") in the Partnership.  A Unit consists of two
limited  partnership  interests.  On September  16, 2002,  an affiliate of AIMCO
commenced  a tender  offer to purchase  up to fifty  percent of the  Partnership
interests for a purchase  price of $85.00 per Unit in cash. The offer expired on
November 11, 2002, at which time AIMCO had acquired a total of 247 Units (or 494
limited  partnership  interests),   representing   approximately  2.94%  of  the
outstanding  Units.  It is possible  that AIMCO or its  affiliates  will acquire
additional Units of limited partnership  interest in the Partnership in exchange
for cash or a  combination  of cash and units in the  operating  partnership  of
AIMCO. Under the Partnership  Agreement,  unitholders  holding a majority of the
Units are  entitled to take action with  respect to a variety of matters,  which
would  include  voting on certain  amendments to the  Partnership  Agreement and
voting to remove the Corporate  General Partner.  Although the Corporate General
Partner owes fiduciary duties to the limited  partners of the  Partnership,  the
Corporate  General  Partner  also  owes  fiduciary  duties  to AIMCO as its sole
stockholder.  As a result,  the  duties of the  Corporate  General  Partner,  as
Corporate General Partner,  to the Partnership and its limited partners may come
into conflict with the duties of the Corporate  General Partner to AIMCO, as its
sole stockholder.

ITEM 3.     CONTROLS AND PROCEDURES

The principal executive officer and principal financial officer of the Corporate
General Partner, who are the equivalent of the Partnership's principal executive
officer and principal financial officer,  respectively,  have, within 90 days of
the filing date of this amended quarterly report, evaluated the effectiveness of
the Partnership's disclosure controls and procedures (as defined in Exchange Act
Rules  (13a-14(c)  and  (15d-14(c))  and have  determined  that such  disclosure
controls  and  procedures  are  adequate,  except  that,  as  indicated  in  the
Explanatory Note introducing  this quarterly  report,  the Partnership is in the
process of verifying  that the equity  method of  accounting  has been  properly
applied  to  its  investments  in  limited  partnerships.  There  have  been  no
significant  changes in the Partnership's  internal controls or in other factors
that could  significantly  affect the Partnership's  internal controls since the
date  of  evaluation.   The   Partnership   does  not  believe  any  significant
deficiencies  or  material  weaknesses  exist  in  the  Partnership's   internal
controls. Accordingly, no corrective actions have been taken.


<PAGE>

                           PART II - OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS

On August 27, 1998, two investors holding an aggregate of eight units of limited
partnership  interests  in Real Estate  Associates  Limited  III (an  affiliated
partnership in which NAPICO is the corporate  general partner) and two investors
holding  an  aggregate  of five units of limited  partnership  interests  in the
Partnership  commenced  an action in the United  States  District  Court for the
Central District of California against the Partnership, NAPICO and certain other
defendants.  The complaint alleged that the defendants  breached their fiduciary
duty to the limited partners of certain NAPICO managed partnerships and violated
securities  laws by making  materially  false and  misleading  statements in the
consent   solicitation   statements  sent  to  the  limited   partners  of  such
partnerships  relating to approval of the transfer of  partnership  interests in
limited partnerships,  owning certain of the properties, to affiliates of Casden
Properties  Inc.,  organized by an affiliate of NAPICO.  The  plaintiffs  sought
equitable relief, as well as compensatory  damages and litigation related costs.
On August 4, 1999, one investor holding one unit of limited partnership interest
in Housing Programs Limited (another  affiliated  partnership in which NAPICO is
the corporate  general  partner)  commenced a virtually  identical action in the
United States District Court for the Central District of California  against the
Partnership,  NAPICO and certain other entities.  The second action was subsumed
in the first action,  and was  certified as a class action.  On August 21, 2001,
plaintiffs filed a supplemental complaint,  which added new claims,  including a
rescission  of the transfer of  partnership  interests  and an  accounting.  The
matter was tried in October  and  November  2002.  In  November  2002,  the jury
returned  special  verdicts  against NAPICO and certain other  defendants in the
amount of  approximately  $25.2 million for  violations  of securities  laws and
against NAPICO for  approximately  $67.3 million for breaches of fiduciary duty.
In addition,  the jury awarded the plaintiffs punitive damages against NAPICO of
approximately  $92.5  million.  NAPICO and the other  defendants  have submitted
motions  seeking to set aside the verdict in its  entirety,  with oral  argument
scheduled for March 2003.  While the matter is not yet final and no judgment has
been entered,  the matter is the  responsibility  of the former  shareholders of
Casden Properties Inc. pursuant to the documents related to AIMCO's  acquisition
of Casden Properties Inc., which was completed in March 2002.

The Corporate General Partner of the Partnership is involved in various lawsuits
and  has  also  been  named  as a  defendant  in  other  lawsuits  arising  from
transactions  in the ordinary  course of business.  In the opinion of management
and the Corporate  General  Partner,  the claims will not result in any material
liability to the Partnership.

ITEM 5.  OTHER INFORMATION

Millenium   Management,   LLC  ("Millenium")  and  Everest  Properties  II,  LLC
("Everest") have filed with the SEC a preliminary Consent Solicitation Statement
requesting the consent of the limited partners of Real Estate Associates Limited
VI (the  "Partnership") to remove the general partners of the Partnership and to
elect Millenium as the new general  partner.  The Partnership has filed with the
SEC  a  preliminary  Consent  Revocation   Statement  opposing  Millenium's  and
Everest's efforts to remove the general partners.

<PAGE>

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

a) Exhibits:

                  Exhibit  3,  Partnership  Agreement  (herein  incorporated  by
                  reference  to the  Partnership's  Form S-11  Registration  No.
                  2-82090).

                  Exhibit 99, Certification of Chief Executive Officer and Chief
                  Financial Officer

            b)    Reports on Form 8-K filed during the quarter  ended  September
                  30, 2002:

                  Current  Report on Form 8-K dated August 29, 2002 and filed on
                  September  6, 2002,  disclosing  the  dismissal  of Deloitte &
                  Touche LLP as the  Partnership's  certifying  auditor  and the
                  appointment  of Ernst & Young LLP, as the  certifying  auditor
                  for the year ending December 31, 2002.



<PAGE>


                                   SIGNATURES



In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.



                                    REAL ESTATE ASSOCIATES LIMITED VI
                                    (a California limited partnership)


                                    By:   National Partnership Investments Corp.
                                          Corporate General Partner


                                    By:   /s/David R. Robertson
                                          David R. Robertson
                                          President and Chief Executive Officer


                                    By:   /s/Brian H. Shuman
                                          Brian H. Shuman
                                          Senior Vice President and
                                          Chief Financial Officer


                                    Date: March 6, 2003


<PAGE>



                                  CERTIFICATION


I, David R. Robertson, certify that:


1. I have  reviewed  this  quarterly  report  on Form  10-QSB/A  of Real  Estate
Associates Limited VI;


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


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


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


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


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


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


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


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


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


6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.


Date:  March 6, 2003

                                    /s/David R. Robertson
                                    David R. Robertson
                                    President and Chief  Executive   Officer  of
                                    National Partnership Investments Corp.,
                                    equivalent of the chief executive officer of
                                    the Partnership


<PAGE>



                                  CERTIFICATION


I, Brian H. Shuman, certify that:


1. I have  reviewed  this  quarterly  report  on Form  10-QSB/A  of Real  Estate
Associates Limited VI;


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


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


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


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


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


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


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


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


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


6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.


Date:  March 6, 2003

                                    /s/Brian H. Shuman
                                    Brian H. Shuman
                                    Senior Vice President and Chief   Financial
                                    Officer of National Partnership  Investments
                                    Corp., equivalent of the  chief   financial
                                    officer of the Partnership


<PAGE>


Exhibit 99


                          Certification of CEO and CFO
                       Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                   Section 906 of the Sarbanes-Oxley Act of 2002



In  connection  with  the  Quarterly  Report  on Form  10-QSB/A  of Real  Estate
Associates  Limited  VI (the  "Partnership"),  for the  quarterly  period  ended
September 30, 2002 as filed with the Securities  and Exchange  Commission on the
date hereof (the "Report"),  David R. Robertson,  as the equivalent of the chief
executive officer of the Partnership,  and Brian H. Shuman, as the equivalent of
the chief financial officer of the Partnership,  each hereby certifies, pursuant
to  18  U.S.C.  Section  1350,  as  adopted  pursuant  to  Section  906  of  the
Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:

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

      (2)   The  information  contained in the Report  fairly  presents,  in all
            material respects, the financial condition and results of operations
            of the Partnership.


                                    /s/    David R. Robertson
                                    Name:  David R. Robertson
                                    Date:  March 6, 2003


                                    /s/    Brian H. Shuman
                                    Name:  Brian H. Shuman
                                    Date:  March 6, 2003


This  certification  accompanies  the  Report  pursuant  to  Section  906 of the
Sarbanes-Oxley  Act of 2002 and shall not,  except to the extent required by the
Sarbanes-Oxley  Act of 2002, be deemed filed by the  Partnership for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended.