UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                    ----------------------------------

                                    FORM 10-Q

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

               FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998

                                       OR

         |_|  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
             SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

                    For the transition period from_______to _______.

                        Commission File Number : 0-13129

             PAINE WEBBER INCOME PROPERTIES SIX LIMITED PARTNERSHIP
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                                           04-2829686
--------------------------------------------------------------------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No.)

265 Franklin Street, Boston, Massachusetts                            02110
--------------------------------------------------------------------------------
(Address of principal executive offices)                           (Zip Code)

Registrant's telephone number, including area code  (617) 439-8118
                                                    --------------

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


                        

<PAGE>


          PAINE WEBBER INCOME PROPERTIES SIX LIMITED PARTNERSHIP

                                 BALANCE SHEETS
                June 30, 1998 and September 30, 1997 (Unaudited)
                                 (In thousands)

                                     ASSETS

                                                  June 30    September 30
                                                  -------    ------------

Investments in joint ventures, at equity         $   3,537   $    4,183
Cash and cash equivalents                            1,615        1,918
                                                 ---------   ----------
                                                 $   5,152   $    6,101
                                                 =========   ==========


                        LIABILITIES AND PARTNERS' CAPITAL

Accounts payable - affiliates                    $      16   $       16
Accrued expenses and other liabilities                  20           50
Partners' capital                                    5,116        6,035
                                                 ---------   ----------
                                                 $   5,152   $    6,101
                                                 =========   ==========

              STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
          For the nine months ended June 30, 1998 and 1997 (Unaudited)
                                 (In thousands)
                                                   General     Limited
                                                   Partners    Partners
                                                   --------    --------

Balance at September 30, 1996                       $(1,347)   $ 9,971
Cash distributions                                      (12)    (3,161)
Net income                                                7        653
                                                    -------    -------
Balance at June 30, 1997                            $(1,352)   $ 7,463
                                                    =======    =======

Balance at September 30, 1997                       $(1,353)   $ 7,388
Cash distributions                                      (17)    (1,578)
Net income                                                7        669
                                                    -------    -------
Balance at June 30, 1998                            $(1,363)   $ 6,479
                                                    =======    =======


                             See accompanying notes.


<PAGE>


             PAINE WEBBER INCOME PROPERTIES SIX LIMITED PARTNERSHIP

                              STATEMENTS OF INCOME
     For the three and nine months ended June 30, 1998 and 1997 (Unaudited)
                      (In thousands, except per Unit data)

                                  Three Months Ended   Nine Months Ended
                                       June 30,            June 30,
                                  -----------------    -----------------
                                     1998      1997      1998     1997
                                     ----      ----      ----     ----

Revenues:
   Interest income                $    26   $    27    $     84  $   113

Expenses:
   Management fees                     39        39         116       83
   General and administrative          62        72         197      196
                                  -------   -------    --------  -------
                                      101       111         313      279
                                  -------   -------    --------  -------

Operating loss                        (75)      (84)       (229)    (166)

Partnership's share of 
   unconsolidated
   ventures' income                   227       330         905      826
                                  -------   -------    -------- --------

Net income                        $   152   $   246     $   676  $   660
                                  =======   =======     =======  =======

Net income per Limited
  Partnership Unit                $  2.51   $  4.05     $ 11.15  $ 10.88
                                  =======   =======     =======  =======

Cash distributions per Limited
  Partnership Unit                $  8.77   $  8.69     $ 26.31  $ 52.69
                                  =======   =======     =======  =======


   The above net income and cash distributions per Limited  Partnership Unit are
based upon the 60,000 Units of Limited Partnership Interest outstanding for each
period.







                             See accompanying notes.


<PAGE>


             PAINE WEBBER INCOME PROPERTIES SIX LIMITED PARTNERSHIP

                            STATEMENTS OF CASH FLOWS
          For the nine months ended June 30, 1998 and 1997 (Unaudited)
                Increase (Decrease) in Cash and Cash Equivalents
                                 (In thousands)

                                                          1998      1997
                                                          ----      ----
Cash flows from operating activities:
   Net income                                           $   676  $   660
   Adjustments to reconcile net income to
     net cash used in operating activities:
      Partnership's share of ventures' income              (905)    (826)
      Changes in assets and liabilities:
        Accounts payable - affiliates                         -        7
        Accrued expenses and other liabilities              (30)       6
                                                        -------  -------
           Total adjustments                               (935)    (813)
                                                        -------  -------
           Net cash used in operating activities           (259)    (153)

Cash flows from investing activities:
   Distributions from joint ventures                      1,551    1,818

Cash flows from financing activities:
   Cash distributions to partners                        (1,595)  (3,173)
                                                        -------  -------

Net decrease in cash and cash equivalents                  (303)  (1,508)

Cash and cash equivalents, beginning of period            1,918    3,218
                                                        -------  -------

Cash and cash equivalents, end of period                $ 1,615  $ 1,710
                                                        =======  =======











                             See accompanying notes.


<PAGE>


                       PAINE WEBBER INCOME PROPERTIES SIX
                               LIMITED PARTNERSHIP
                          Notes to Financial Statements
                                   (Unaudited)

1.  General
    -------

      The accompanying financial statements,  footnotes and discussion should be
read in conjunction with the financial statements and footnotes contained in the
Partnership's  Annual  Report  for the year ended  September  30,  1997.  In the
opinion of management, the accompanying consolidated financial statements, which
have not been audited,  reflect all adjustments  necessary to present fairly the
results for the interim period. All of the accounting  adjustments  reflected in
the accompanying interim financial statements are of a normal recurring nature.

      The  accompanying  financial  statements have been prepared on the accrual
basis of accounting in accordance with generally accepted accounting  principles
which require  management  to make  estimates  and  assumptions  that affect the
reported amounts of assets and liabilities and disclosures of contingent  assets
and  liabilities  as of June 30, 1998 and  September  30, 1997 and  revenues and
expenses  for the three and nine  months  ended June 30,  1998 and 1997.  Actual
results could differ from the estimates and assumptions used.

2.  Related Party Transactions
    --------------------------

      The Adviser earned total  management  fees of $116,000 and $83,000 for the
nine-month periods ended June 30, 1998 and 1997, respectively.  Accounts payable
- affiliates at both June 30, 1998 and September 30, 1997 consists of management
fees of $16,000 payable to the Adviser.

      Included in general and administrative expenses for the nine-month periods
ended June 30, 1998 and 1997 is $83,000 and $84,000, respectively,  representing
reimbursements  to an affiliate of the Managing  General  Partner for  providing
certain  financial,  accounting  and  investor  communication  services  to  the
Partnership.

      Also included in general and  administrative  expenses for the nine months
ended June 30,  1998 and 1997 is $4,000 and $8,000,  respectively,  representing
fees earned by an affiliate,  Mitchell Hutchins Institutional  Investors,  Inc.,
for managing the Partnership's cash assets.

3.  Investments in Joint Ventures
    -----------------------------

      The  Partnership  has  investments  in  three  joint  ventures  which  own
operating investment properties,  as discussed further in the Annual Report. The
joint  ventures are accounted for on the equity method  because the  Partnership
does not have a voting control interest in the ventures. Under the equity method
the ventures are carried at cost  adjusted  for the  Partnership's  share of the
ventures' earnings and losses and distributions.

      Summarized  operations of the three joint  ventures for the three and nine
months ended June 30, 1998 and 1997 are as follows:

                    CONDENSED COMBINED SUMMARY OF OPERATIONS
           For the three and nine months ended June 30, 1998 and 1997
                                 (in thousands)

                                    Three Months Ended    Nine Months Ended
                                          June 30,             June 30,
                                    ------------------    ------------------
                                      1998     1997        1998     1997
                                      ----     ----        ----     ----

   Rental revenues and
     expense recoveries               $2,376   $2,376      $7,215   $7,081
   Interest and other income              47       36         119       88
                                      ------   ------      ------   ------
                                       2,423    2,412       7,334    7,169

   Property operating expenses           895      802       2,536    2,454
   Interest expense                      676      691       2,038    2,083
   Depreciation and amortization         625      585       1,855    1,795
                                      ------   ------      ------   ------
                                       2,196    2,078       6,429    6,332
                                      ------   ------      ------   ------
   Net income                         $  227   $  334      $  905   $  837
                                      ======   ======      ======   ======
<PAGE>
                                    Three Months Ended    Nine Months Ended
                                          June 30,             June 30,
                                    ------------------    ------------------
                                      1998     1997        1998     1997
                                      ----     ----        ----     ----
   Net income:
     Partnership's share of
       combined income               $  227    $  334      $  905   $  837
     Co-venturers' share of
       combined income                    -         -           -        -
                                     ------    ------      ------   ------
                                     $  227    $  334      $  905   $  837
                                     ======    ======      ======   ======

               Reconciliation of Partnership's Share of Operations
           For the three and nine months ended June 30, 1998 and 1997
                                 (in thousands)

                                    Three Months Ended    Nine Months Ended
                                          June 30,             June 30,
                                    ------------------    -----------------
                                      1998     1997        1998       1997
                                      ----     ----        ----       ----
      Partnership's share of
        combined income, as
        shown above                 $   227  $   334     $   905    $   837
      Amortization of excess basis        -       (4)          -        (11)
                                    -------  -------     -------    -------
      Partnership's share of 
        unconsolidated
        ventures' income            $   227  $   330     $   905    $   826
                                    =======  =======     =======    =======


<PAGE>



                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Information Relating to Forward-Looking Statements
--------------------------------------------------

      The following  discussion of financial condition includes  forward-looking
statements  which  reflect  management's  current  views with  respect to future
events and  financial  performance  of the  Partnership.  These  forward-looking
statements  are  subject to certain  risks and  uncertainties,  including  those
identified  in Item 7 of the  Partnership's  Annual  Report on Form 10-K for the
year ended  September  30, 1997 under the  heading  "Certain  Factors  Affecting
Future Operating Results", which could cause actual results to differ materially
from historical  results or those  anticipated.  The words "believe",  "expect",
"anticipate,"  and  similar  expressions  identify  forward-looking  statements.
Readers  are  cautioned  not to place undue  reliance  on these  forward-looking
statements,  which were made based on facts and conditions as they existed as of
the date of this report.  The  Partnership  undertakes no obligation to publicly
update or revise  any  forward-looking  statements,  whether  as a result of new
information, future events or otherwise.

Liquidity and Capital Resources
-------------------------------

      As  discussed  further in the Annual  Report,  management  is  focusing on
potential   disposition   strategies  for  the  Partnership's   three  remaining
investment  properties.  Management  believes  that  the  market  values  of the
Partnership's  two multi-family  residential  properties may be at or near their
peak for the current market cycle. As a result,  management believes it would be
appropriate  to  explore  potential  opportunities  to sell one or both of these
properties in the near term. The investment in the Mall Corners  Shopping Center
currently  provides  the majority of the  Partnership's  net cash flow and would
likely be held pending the  dispositions  of the two  apartment  properties.  In
addition, as discussed further below, there are a number of leasing issues to be
addressed  at Mall  Corners  before  a sale of the  property  may be  practical.
Depending on the  availability  of  favorable  sales  opportunities  for the two
multi-family  properties  and  management's  success in  addressing  the leasing
issues at Mall  Corners,  the  Partnership  could be  positioned  for a possible
liquidation within the next 1 to 2 years. There are no assurances, however, that
the Partnership will be able to complete the sale of its remaining assets within
this time frame.

      As of June 30, 1998,  the Mall  Corners  Shopping  Center,  located in the
suburban  Atlanta,  Georgia  market,  was 92% leased,  unchanged  from the prior
quarter.  During the third quarter,  three existing tenants occupying a total of
8,825 square feet renewed their leases. A men's clothing retailer that currently
leases 4,500 square feet signed a five-year  lease  extension that will increase
their rental rate and allow them to move into an  additional  750 square feet of
vacant space that is contiguous to their current store  location.  The two other
renewals were with a 1,625 square foot art supply tenant that signed a five-year
renewal and a 1,950 square foot shoe retailer  that extended  their lease for an
additional three years. Also, lease negotiations  continue with two tenants that
are  considering  an  expansion of their  existing  stores into a portion of the
Center's vacant space.  If these two potential  expansions  occur,  the Center's
current occupancy would be increased by 9,074 square feet, or 3% of the Center's
leasable area. As previously  reported,  the  construction  associated  with the
relocation  and expansion of one of the property's  major tenants  increased the
leasable  area  of  the  center  from  approximately   287,000  square  feet  to
approximately  304,000  square feet during  fiscal 1996.  The 16,530 square foot
space formerly  occupied by this tenant comprises  approximately one half of the
space which is currently unleased.  The leasing team is presently marketing this
space to retailers which would complement the existing tenant mix. This space is
located in the rear corner of the shopping  center and has less  visibility from
the main road than is typical for a store this size. As a result,  the space has
been  difficult  to  lease.  A plan to  redesign  this  storefront  to  increase
visibility  has been  developed and is actively  being  marketed to  prospective
tenants who may customize the proposed redesign to meet their specific needs.

      As previously  reported,  during the fourth  quarter of fiscal 1997 one of
the anchor tenants at Mall Corners,  Levitz  Furniture,  which  occupied  50,000
square  feet,  filed  for  Chapter  11  bankruptcy  protection.  As  part of the
company's  reorganization  plan, the store at Mall Corners was closed on October
13,  1997.  It  reopened  for an  inventory  liquidation  sale,  but then closed
permanently  during  the past  quarter.  Because  Levitz was a  sub-tenant  of a
national  retailer,  the Mall Corners  joint  venture is entitled to continue to
collect rent on the store  through the  expiration  of the current lease term in
January 2001. However, the national retailer that had sublet the store to Levitz
has not paid the monthly rent due for April, May, June and July 1998. Management
believes  that the  withholding  of the rent  payments  represents an attempt to
force the Mall Corners joint venture into accepting an economically  unfavorable
buy-out of the rent due over the  remaining  lease term.  The Mall Corners joint
venture has commenced  legal action to enforce the terms of the existing  lease.
Additionally,  Toys R Us closed its store that abuts the Mall  Corners  Shopping
Center in 1997 in order to consolidate their operations with Baby Superstore,  a
chain of stores that Toys R Us recently  acquired.  The  consolidated  store for
this  market is now  located in a new nearby  center.  The former  store site is
located on a separate  parcel of land owned by Toys R Us.  While the  closing of
this Toys R Us store does not have a direct financial impact on the Mall Corners
joint  venture,  this  vacancy  does  have a  negative  impact  on the  Center's
appearance as well as on the number of shoppers  entering the Center.  Toys R Us
is actively  marketing  the vacant space for sale or for lease.  The  property's
leasing team has been actively  exploring  leasing  opportunities to protect and
enhance the  Center's  overall  position in the market as a result of the Levitz
Furniture and Toys R Us store  closings.  This includes  discussions  with major
retailers  that may be looking to expand into this suburban  Atlanta  market and
which would  complement  the existing  tenant mix. If the leasing team's efforts
are successful,  there should be more favorable  opportunities to renew expiring
shop space leases or sign new leases at higher rental rates.

      The occupancy level at the Hurstbourne Apartments,  located in Louisville,
Kentucky,  averaged  93% for quarter  ended June 30,  1998,  up from 88% for the
previous quarter. As previously  reported,  the primary reason for the prior low
occupancy  levels was the  expiration of the leases on 17 apartments  during the
quarter ended September 30, 1997.  These units had been leased by a corporation.
The  primary  reason  for the  lack of  improvement  until  now in the  level of
occupancy was the seasonal decrease in the number of prospective tenants looking
to rent units during the winter months.  Last quarter the property's leasing and
management  team was reorganized as part of an effort to improve their marketing
strategies for this property.  This  reorganized  team implemented an aggressive
marketing  program at the end of last  quarter.  This  program  was  designed to
increase  the  number  of  prospective  tenants  looking  to lease  units at the
property and to retain as much of the existing resident base as possible.  These
efforts  were  successful  for the  quarter  ended June 30, 1998 and the team is
optimistic  that there will be further  improvements  and that occupancy  levels
will stabilize in the 95% range. As previously reported, the Partnership and its
co-venture  partner  have  been  exploring  potential  opportunities  to  market
Hurstbourne  Apartments  for sale during  calendar  year 1998.  Last quarter the
Partnership and its co-venture  partner held  discussions  concerning  potential
marketing  strategies for selling the Hurstbourne  property.  During the current
quarter,   the  Partnership  and  its  co-venture  partner  solicited  marketing
proposals  from several  real estate  brokerage  firms.  After  reviewing  their
respective  proposals  and  conducting  interviews,   the  Partnership  and  its
co-venture  partner  selected  a  national  brokerage  firm that has  experience
selling  apartment  properties in the Louisville area to market the property for
sale.  Sales  materials  were  finalized  by late  May  1998,  and an  extensive
marketing campaign began in early June 1998.

      At Regent's Walk,  the occupancy  level averaged 92% for the quarter ended
June  30,  1998,  compared  to 93%  for the  prior  quarter.  The  Partnership's
management and leasing team  attribute the change in the occupancy  level to the
implementation  of rent increases and to an increase in competition in the local
market.  As previously  reported,  new apartment  construction  continues in the
southern sector of the Overland Park market area. These newly constructed units,
which are located five or more miles from Regents Walk,  are  typically  smaller
and do not compete  directly with Regent's  Walk.  Nevertheless,  they offer the
appeal of contemporary finishes and new systems and appliances as well as garage
parking,  fitness  centers and elevators in many cases.  In order to continue to
remain competitive with the newer apartment communities and as part of a plan to
improve  rental rates and increase  value,  the  Partnership is working with its
co-venture partner on a program that is expected to enhance the marketability of
Regent's Walk. The first phase of the program,  which was completed last winter,
included the  replacement of 60 older  furnaces.  The second phase,  which began
this spring,  includes  improvements to the landscaping;  repair and repaving of
the asphalt  parking  areas and concrete  driveways;  and repair and painting of
building exteriors.  The painting project is currently underway,  and at the end
of the third  quarter  seven of the  property's  19  buildings  were  completed.
Subsequent  phases will include the redesign and  refurbishing of the clubhouse,
pool and  leasing  areas,  as well as the  updating of  building  common  areas,
additional  upgrades to  apartment  interiors,  and  additional  replacement  of
heating and air-conditioning  systems. The Partnership's  co-venture partner has
contacted  the first  mortgage  lender and  requested  that the  payment for the
concrete and asphalt project be made from capital  expenditure  reserves,  which
total  $500,000 and are controlled by the lender.  The $500,000  reserve was set
aside from the  proceeds of the fiscal 1995  refinancing  of the  Regent's  Walk
property.  The funds were intended to be used for the remodeling of kitchens and
bathrooms in the apartment units.  Management now believes that less substantial
remodeling of the kitchens and bathrooms is necessary and has requested that the
reserve  funds  be  made  available  for  alternative  improvements  such as the
driveway  and parking area  project.  The lender has  preliminarily  indicated a
willingness  to  consider  alternative  uses for the reserve  funds  pending the
receipt of formal  reimbursement  requests from the joint venture which would be
subject to their approval.

      At June 30, 1998, the Partnership had available cash and cash  equivalents
of approximately $1,615,000. Such cash and cash equivalents will be utilized for
Partnership  requirements such as the payment of operating expenses, the funding
of future operating deficits or capital  improvements at the joint ventures,  if
necessary,  as required by the  respective  joint  venture  agreements,  and for
distributions to the partners.  The source of future liquidity and distributions
to the partners is expected to be from cash generated from the operations of the
Partnership's  income-producing investment properties and proceeds from the sale
or refinancing of the remaining investment properties. Such sources of liquidity
are  expected  to be  sufficient  to  meet  the  Partnership's  needs  on both a
short-term and long-term basis.

Results of Operations
Three Months Ended June 30, 1998
--------------------------------

      The Partnership reported net income of $152,000 for the three months ended
June 30, 1998,  as compared to net income of $246,000 for the same period in the
prior year. This decrease in net income is the result of a $103,000  decrease in
the Partnership's share of unconsolidated  ventures' income, which was partially
offset  by  a  $9,000  decrease  in  the   Partnership's   operating  loss.  The
Partnership's  share of  ventures'  income  decreased  primarily  due to  higher
property operating expenses at Regent's Walk during the current period. Property
operating   expenses  increased  mainly  due  to  an  increase  in  repairs  and
maintenance  expense.  The higher  repairs  and  maintenance  costs  reflect the
general  improvement  program  implemented  at the  property  during the current
fiscal year,  as discussed  further  above.  In addition,  depreciation  expense
increased at the Mall Corners and Hurstbourne  properties.  Depreciation expense
increased due to significant additions to fixed assets at both properties during
fiscal 1997.

      The decrease in the  Partnership's  operating loss resulted from a $10,000
decrease  in general and  administrative  expenses.  General and  administrative
expenses  declined  mainly due to differences in the timing of certain  services
compared to the same period in the prior year.

Nine Months Ended June 30, 1998
-------------------------------

      The Partnership  reported net income of $676,000 for the nine months ended
June 30, 1998 as  compared to net income of $660,000  for the same period in the
prior year.  This increase in net income is the result of a $79,000  increase in
the Partnership's share of unconsolidated  ventures' income, which was partially
offset by a $63,000 increase in the  Partnership's  operating loss. The increase
in the Partnership's  share of ventures' income was primarily due to an increase
in combined rental revenues and expense recoveries of $165,000 and a decrease in
interest expense of $45,000.  Rental revenues and expense  recoveries  increased
primarily  due to an increase in  reimbursements  and  percentage  rents at Mall
Corners,  and an  increase  in rental  rates at  Hurstbourne.  Interest  expense
decreased  due  to  the  scheduled  principal  payments  on  all  three  of  the
outstanding  mortgage loans. The increase in rental revenues and the decrease in
interest  expense  were  partially  offset by  increases  in property  operating
expenses and depreciation expense of $82,000 and $60,000, respectively. Property
operating expenses  increased due to higher repairs and maintenance  expenses at
both  Regent's  Walk and Mall  Corners.  Depreciation  expense  increased due to
significant  additions to fixed assets at  Hurstbourne  and Mall Corners  during
fiscal 1997.

      The increase in the  Partnership's  operating loss resulted from a $29,000
decrease in interest income, a $33,000 increase in management fees and an $1,000
increase in general and administrative expenses. The decrease in interest income
resulted from a reduction in the Partnership's  average outstanding cash reserve
balances  subsequent  to the special  distribution  made on February 14, 1997 of
certain  excess  cash  reserves,  as  discussed  further in the  Annual  Report.
Management  fees were higher for the nine months ended June 30, 1998 as a result
of  an  increase  in  the  Partnership's  distributable  cash,  upon  which  the
management fees are based. General and administrative  expenses increased mainly
due to an increase in certain professional fees.


<PAGE>



                                     PART II
                                Other Information


Item 1. Legal Proceedings       NONE

Item 2. through 5.              NONE

Item 6. Exhibits and Reports on Form 8-K

(a)  Exhibits: NONE

(b) Reports on Form 8-K:

     No reports on Form 8-K have been filed by the registrant during the quarter
for which this report is filed.


<PAGE>






          PAINE WEBBER INCOME PROPERTIES SIX LIMITED PARTNERSHIP


                                   SIGNATURES

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


                       PAINE WEBBER INCOME PROPERTIES SIX
                               LIMITED PARTNERSHIP


                  By:  Sixth Income Properties Fund, Inc.
                       ---------------------------------
                            Managing General Partner




                              By:  /s/ Walter V. Arnold
                                   ---------------------
                                    Walter V. Arnold
                                    Senior Vice President and Chief
                                    Financial Officer

Dated:  August 11, 1998