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 MARCH 31, 1997

                                      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
              March 31, 1997 and September 30, 1996 (Unaudited)
                                (In thousands)

                                    ASSETS

                                                    March 31     September 30
                                                    --------     ------------

Investments in joint ventures, at equity           $   4,624      $   5,440
Cash and cash equivalents                              1,805          3,218
                                                   ---------      ---------
                                                   $   6,429      $   8,658
                                                   =========      =========

                      LIABILITIES AND PARTNERS' CAPITAL

Accounts payable - affiliates                     $       10      $      10
Accrued expenses and other liabilities                    27             24
Partners' capital                                      6,392          8,624
                                                  ----------      ---------
                                                  $    6,429      $   8,658
                                                  ==========      =========






              STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
          For the six months ended March 31, 1997 and 1996 (Unaudited)
                                 (In thousands)

                                                     General        Limited
                                                     Partners       Partners
                                                     --------       --------


Balance at September 30, 1995                        $  (1,342)     $  10,397
Cash distributions                                          (6)          (600)
Net income                                                   -             19
                                                     ----------     ---------
Balance at March 31, 1996                            $  (1,348)     $   9,816
                                                     =========      =========

Balance at September 30, 1996                        $  (1,347)     $   9,971
Cash distributions                                          (6)        (2,640)
Net income                                                   4            410
                                                     ---------      ---------
Balance at March 31, 1997                            $  (1,349)     $   7,741
                                                     =========      =========






                           See accompanying notes.


<PAGE>


             PAINE WEBBER INCOME PROPERTIES SIX LIMITED PARTNERSHIP

                            STATEMENTS OF OPERATIONS
           For the three and six months ended March 31, 1997 and 1996
                                   (Unaudited)
                      (In thousands, except per Unit data)

                                   Three Months Ended        Six Months Ended
                                         March 31,              March 31,
                                   -------------------    --------------------
                                    1997        1996        1997        1996
                                    ----        ----        ----        ----

Revenues:
   Interest income                 $   39      $   38      $   86      $   75

Expenses:
   Management fees                     22          22          44          44
   General and administrative          79          72         124         147
                                   ------      ------      ------      ------
                                      101          94         168         191
                                   ------      ------      ------      ------
Operating loss                        (62)        (56)        (82)       (116)

Partnership's share of ventures'
   income (losses)                    223        (144)        496         135
                                   ------      ------      ------      ------
                             
Net income (loss)                  $  161      $ (200)     $  414      $   19
                                   ======      ======      ======      ======

Net income (loss) per
  Limited Partnership Unit         $ 2.66      $(3.29)     $ 6.83      $ 0.31
                                   ======      ======      ======      ======

Cash distributions per Limited
  Partnership Unit                 $39.00      $ 5.00      $44.00      $10.00
                                   ======      ======      ======      ======


   The above net income (loss) 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 six months ended March 31, 1997 and 1996 (Unaudited)
                Increase (Decrease) in Cash and Cash Equivalents
                                 (In thousands)

                                                          1997          1996
                                                          ----          ----
Cash flows from operating activities:
   Net income                                            $  414        $   19
   Adjustments to reconcile net income to
     net cash used in operating activities:
     Partnership's share of ventures' income               (496)         (135)
     Changes in assets and liabilities:
      Accounts payable - third parties                        -            (3)
      Accounts payable - affiliates                           -            (6)
      Accrued expenses and other liabilities                  3           (18)
                                                         ------        ------
        Total adjustments                                  (493)         (162)
                                                         ------        ------
 
        Net cash used in operating activities               (79)         (143)

Cash flows from investing activities:
   Distributions from joint ventures                      1,312         1,096

Cash flows from financing activities:
   Cash distributions to partners                        (2,646)         (606)
                                                         ------        ------
  
Net (decrease) increase in cash and cash equivalents     (1,413)          347

Cash and cash equivalents, beginning of period            3,218         2,515
                                                         ------        ------
    
Cash and cash equivalents, end of period                 $1,805        $2,862
                                                         ======        ======


















                           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, 1996. 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 March 31, 1997 and  September 30,
    1996 and  revenues and expenses for the three and six months ended March 31,
    1997  and  1996.   Actual  results  could  differ  from  the  estimates  and
    assumptions used.

2.  Related Party Transactions

      The  Adviser  earned  total  management  fees of  $44,000  for each of the
   six-month periods ended March 31, 1997 and 1996.  Accounts payable affiliates
   at both March 31, 1997 and September 30, 1996 consists of management  fees of
   $9,000 payable to the Adviser.

      Included in general and  administrative  expenses for the six months ended
   March 31, 1997 and 1996 is $56,000 and  $59,000,  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 six months
   ended  March  31,   1997  and  1996  is  $4,000  and  $1,000,   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.


<PAGE>


      Summarized  operations  of the three joint  ventures for the three and six
    months ended March 31, 1997 and 1996 are as follows:

                    CONDENSED COMBINED SUMMARY OF OPERATIONS
    For the three and six months ended March 31, 1997 and 1996 (in thousands)

                                   Three Months Ended        Six Months Ended
                                        March 31,                 March 31,
                                   -------------------      -----------------
                                    1997        1996        1997        1996
                                    ----        ----        ----        ----

   Rental revenues and expense
      recoveries                   $2,356    $  2,267      $4,705      $4,568
   Interest and other income           25          38          52          76
                                   ------    --------      ------      ------
                                    2,381       2,305       4,757       4,644

   Property operating expenses        836         859       1,653       1,662
   Interest expense                   696         977       1,391       1,647
   Depreciation and amortization      622         609       1,210       1,193
                                   ------    --------      ------      ------  
                                    2,154       2,445       4,254       4,502
                                   ------    --------      ------      ------  
   Net income (loss)               $  227    $   (140)     $  503      $  142
                                   ======    ========      ======      ======

   Net income (loss):
     Partnership's share of
      combined income (loss)       $  227    $   (140)     $  503      $  142
     Co-venturers' share of
      combined income (loss)            -           -           -           -
                                   ------    --------      ------      ------  
                                   $  227    $   (140)     $  503      $  142
                                   ======    ========      ======      ======

               Reconciliation of Partnership's Share of Operations
           For the three and six months ended March 31, 1997 and 1996
                                 (in thousands)

                                   Three Months Ended        Six Months Ended
                                       March 31,                 March 31,
                                   ------------------      -------------------
                                    1997        1996        1997        1996
                                    ----        ----        ----        ----

   Partnership's share of 
     combined income
     (loss), as shown above        $  227      $ (140)     $  503      $  142
   Amortization of excess basis        (4)         (4)         (7)         (7)
                                   ------      ------      ------      ------  
                               
   Partnership's share of 
     unconsolidated ventures'
     income (losses)               $  223      $ (144)     $  496      $  135
                                   ======      ======      ======      ======

4.    Investment in 150 Broadway Office Building

      As  discussed  further in the Annual  Report,  during  the  quarter  ended
   December  31,  1994 the  Partnership  agreed to assign  its  second  mortgage
   interest in the 150 Broadway  Office Building to an affiliate of the borrower
   in return for a payment of $400,000. Subsequently, the borrower was unable to
   perform  under  the terms of this  agreement  and the  Partnership  agreed to
   reduce the required cash  compensation to $300,000.  During the quarter ended
   March 31, 1995,  the  Partnership  received  $200,000 of the agreed upon sale
   proceeds. The remaining $100,000 was funded into an escrow account on May 31,
   1995,  to be released  upon the  resolution  of certain  matters  between the
   borrower and the first mortgage  holder,  but in no event later than June 10,
   1996. The  Partnership  recorded income of $200,000 in fiscal 1995 to reflect
   the non-refundable  cash proceeds  received.  In April 1996, the borrower and
   the first mortgage lender  resolved their  remaining  issues and released the
   $100,000  plus  accrued  interest  to  the  Partnership.   The  $100,000  was
   recognized as income in the third quarter of fiscal 1996. With the release of
   the escrowed funds, the Partnership's interest in and any obligations related
   to the 150 Broadway Office Building were terminated.



<PAGE>



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

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

      On February 14, 1997, the Partnership  made a special  distribution to the
limited partners of $2,040,000, or $34 per original $1,000 Unit. Of this amount,
approximately   $1,320,000  represented   Partnership  reserves  that  had  been
previously  set aside to cover the costs of the planned  refinancing of the Mall
Corners Shopping Center and to pay for its proposed expansion. These costs and a
reserve for other leasing  improvements at Mall Corners were  eventually  funded
out of additional  loan proceeds from the Mall Corners  refinancing  in December
1995. Of the remainder,  $300,000  represented the amount received from the sale
of the  Partnership's  interest in the 150  Broadway  Office  Building  note and
$420,000 represented a distribution of excess refinancing proceeds from the Mall
Corners  joint  venture.   In  addition,   the  Partnership  has  increased  the
distribution  rate from 2.0% to 3.6% per annum on  remaining  invested  capital,
which amounts to $966 per original  $1,000  investment.  The  distribution  rate
increase will be effective for the  distribution  to be paid on May 15, 1997 for
the quarter ended March 31, 1997.

      As previously  reported,  during the first quarter of fiscal 1996 the Mall
Corners joint venture  obtained a new 7.36% first  mortgage loan with an initial
principal balance of $20,000,000 and repaid a maturing first mortgage loan which
had a principal balance of $17,246,000 at the time of the refinancing. The prior
first mortgage loan bore interest at 11.5% per annum.  Excess loan proceeds were
used to establish certain required escrow deposits,  including an amount of $1.7
million  designated to pay for certain planned  improvements and an expansion of
the  shopping  center  which  added  approximately  17,000  square  feet  to the
property's  gross  leasable  area and was  completed  during 1996.  In addition,
excess refinancing  proceeds of $550,000 were available to be distributed to the
Partnership  in  accordance  with the  joint  venture  agreement.  However,  the
Partnership  agreed  to allow  the joint  venture  to  retain a portion  of such
proceeds to pay for the leasing costs incurred in connection with certain leases
executed during the first quarter of fiscal 1996.

     At the present  time,  real estate  values for retail  shopping  centers in
certain markets are being adversely  impacted by the effects of overbuilding and
by consolidations  among retailers which have resulted in an oversupply of space
and by the  generally  flat  rate of  growth  in  retail  sales.  To  date,  the
operations of the Mall Corners  property have remained  strong and do not appear
to have been  affected by this general  trend.  As of March 31,  1997,  the Mall
Corners Shopping Center,  located in the suburban Atlanta,  Georgia market,  was
90%  occupied,  unchanged  from  the  previous  quarter.  As  noted  above,  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. The
space formerly  occupied by this tenant  comprises a significant  portion of the
space which is currently  vacant.  The leasing team is presently  marketing this
space to retailers  which would  complement the existing  tenant mix. A total of
nine leases,  comprising  22,000 square feet of space,  were scheduled to expire
during fiscal 1997. As of the end of the second quarter, all of these leases had
been renewed. In addition, two new tenants,  occupying 1,380 square feet and 800
square feet,  opened for  business  during the second  quarter  while one tenant
prematurely  vacated its 1,300 square foot space. The leasing team expects to be
able to secure a new lease for this space in the near term.

     The  occupancy  level at  Hurstbourne  Apartments  averaged  88% during the
quarter  ended March 31, 1997 compared to 92% for the prior  quarter,  while the
occupancy  level at Regent's  Walk  remained  unchanged  at 97%.  The decline in
occupancy  at  Hurstbourne  is   attributable  to  a  loss  of  tenants  to  the
single-family  home market,  combined  with a seasonal  decline in the number of
prospective  tenants visiting the property during the winter months.  During the
current quarter,  Hurstbourne's  property  management team began offering rental
concessions  of one month free rent upon the  signing  of a 12-month  lease on a
limited number of two-bedroom units in order to remain  competitive with several
communities  in the  local  market  that  were  offering  discounted  rents  and
concessions.  There  is  currently  no  new  multi-family  construction  in  the
Louisville,  Kentucky  sub-market in which  Hurstbourne is located.  At Regent's
Walk,  management is aware of nine new  apartment  communities  currently  being
leased  in the  Overland  Park  market  area  which  comprise  a total  of 2,150
additional  apartment  units  in  the  market.  In  addition,  three  additional
multi-family   properties  are  currently  under  construction  which  will  add
approximately 1,000 units to the local market supply. The property's  management
team has  begun to notice  the  impact of new  apartment  construction  which it
believes is responsible for fewer prospective tenants visiting the property.  As
more of the units are made  available,  this new  competition is likely to limit
rental rate growth at Regent's  Walk until these new apartment  communities  are
substantially leased.

      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.  Depending on the availability
of  favorable  sales  opportunities  for the two  multi-family  properties,  the
Partnership  could be positioned for a possible  liquidation  within the next 2-
to- 3 years. There are no assurances, however, that the Partnership will be able
to complete the sale of its remaining assets within this time frame.

      At March 31, 1997, the Partnership had available cash and cash equivalents
of approximately $1,805,000. 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 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 March 31, 1997
---------------------------------

      The Partnership reported net income of $161,000 for the three months ended
March 31, 1997, as compared to a net loss of $200,000 for the same period in the
prior year. This favorable change in net operating  results is due to a $367,000
improvement  in the  Partnership's  share  of  ventures'  operations  which  was
partially offset by a $6,000 increase in the  Partnership's  operating loss. The
Partnership's share of ventures' operations for the three months ended March 31,
1997 improved  primarily due to a $220,000  decrease in interest  expense at the
Mall Corners joint venture, along with an $84,000 increase in rental income from
the Mall Corners Shopping Center. The decline in interest expense was due to the
refinancing  of the  Mall  Corners  mortgage  loan on  December  29,  1995 at an
interest rate  significantly  lower than the previous loan, as discussed further
above.  Rental revenues from the Mall Corners  Shopping Center  increased mainly
due to increases in rental rates on the new leases  signed over the past 12- to-
15 months.  In addition to the  improved  operating  results of the Mall Corners
joint venture,  the net income of the Hurstbourne joint venture increased during
the  current  three-month  period  mainly as a result of a decline  in  interest
expense on the venture's first mortgage loan. The increase in the  Partnership's
operating   loss  is   attributable   to  a  $7,000   increase  in  general  and
administrative  expenses  as  a  result  of  an  increase  in  certain  required
professional services in the current period.

Six Months Ended March 31, 1997
-------------------------------

      The  Partnership  reported net income of $414,000 for the six months ended
March 31,  1997 as  compared to net income of $19,000 for the same period in the
prior year. This increase in net income is the result of a $361,000  increase in
the  Partnership's  share of  ventures'  income  and a $34,000  decrease  in the
Partnership's  operating  loss.  The  increase  in the  Partnership's  share  of
ventures' income was primarily due to a $256,000  decrease in combined  interest
expense and a $137,000  increase  in combined  rental  income.  The  decrease in
interest  expense is primarily  attributable to the lower interest rate obtained
on the Mall Corners  mortgage note which was refinanced on December 29, 1995, as
discussed   further  above.   The  increase  in  rental  revenues  is  primarily
attributable  to a 6%  increase  in  revenues  at Mall  Corners  over  the  same
six-month  period in the prior year due to  increases in rental rates on the new
leases signed over the past 12- to- 18 months.

      The decrease in the Partnership's  operating loss is due to an increase in
interest income of $11,000 and a decrease in general and administrative expenses
of $23,000.  General and  administrative  expenses  declined  primarily due to a
decrease in certain  required  professional  services  when compared to the same
period in the prior year.


<PAGE>


                                   PART II
                              Other Information


Item 1. Legal Proceedings

     As previously  disclosed,  the Partnership's General Partners were named as
defendants  in  a  class  action  lawsuit   against   PaineWebber   Incorporated
("PaineWebber") and a number of its affiliates relating to PaineWebber's sale of
70 direct  investment  offerings,  including  the  offering of  interests in the
various limited partnership investments and REIT stocks, including those offered
by the  Partnership.  In  January  1996,  PaineWebber  signed  a  memorandum  of
understanding  with the plaintiffs in the class action outlining the terms under
which the parties have agreed to settle the case. Pursuant to that memorandum of
understanding,  PaineWebber  irrevocably  deposited  $125 million into an escrow
fund under the  supervision of the United States District Court for the Southern
District of New York to be used to resolve the  litigation in accordance  with a
definitive  settlement  agreement  and a plan of  allocation.  On July 17, 1996,
PaineWebber and the class plaintiffs submitted a definitive settlement agreement
which  provides for the  complete  resolution  of the class  action  litigation,
including  releases in favor of the  Partnership and PWPI, and the allocation of
the $125 million settlement fund among investors in the various partnerships and
REITs at issue in the case. As part of the settlement,  PaineWebber  also agreed
to provide class members with certain financial  guarantees  relating to some of
the  partnerships  and REITs.  The details of the  settlement are described in a
notice mailed  directly to class members at the direction of the court.  A final
hearing on the fairness of the proposed  settlement  was held in December  1996,
and in March 1997 the court announced its final approval of the  settlement.  As
part  of  the  settlement   agreement,   PaineWebber  has  agreed  not  to  seek
indemnification  from the related partnerships and real estate investment trusts
at issue in the litigation  (including the  Partnership) for any amounts that it
is  required  to pay  under  the  settlement.  In  addition,  in  December  1996
PaineWebber agreed to settle the Abbate and Bandrowski actions discussed further
in the Annual Report. Final releases and dismissals with regard to these actions
were  received  subsequent  to the quarter  ended March 31,  1997.  Based on the
settlement   agreements   discussed   above  covering  all  of  the  outstanding
unitholder litigation,  management does not expect that the resolution of these
matters will have a material impact on the Partnership's  financial  statements,
taken as a whole.

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:  May 12, 1997