WNC HOUSING TAX CREDIT FUND VI LP SERIES 7
8-K, 2000-10-11
OPERATORS OF APARTMENT BUILDINGS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): October 2, 2000


                 WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 7
             (Exact name of registrant as specified in its charter)


   California                       333-76435                 33-0761517
(State or other jurisdiction      (Commission                (IRS Employer
 of incorporation)                 File Number)              Identification No.)


          3158 Redhill Avenue, Suite 120, Costa Mesa, California 92626
               (Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code:  (714) 662-5565


                                       N/A
          Former name or former address, if changed since last report)


024.edg
<PAGE>

Item 2.  Acquisition or Disposition of Assets

         WNC  Housing  Tax  Credit  Fund VI,  L.P.,  Series 7  ("Series  7") has
acquired  an  interest  in  Pierce  Street  Partners,  L.P.,  an  Iowa   limited
partnership  (the "local  limited  partnership"  or  "PIERCE").  PIERCE owns the
Martin Tower Apartments in Sioux City, Iowa.

         The  following  table  contains  information  concerning  the apartment
complex and the local limited partnership identified herein:

<TABLE>


                                          ACTUAL OR
                                          ESTIMATED     ESTIMATED                               PERMANENT
LOCAL       PROJECT                       CONSTRUC-     DEVELOP-                                MORTGAGE     ANTICIPATED
LIMITED     NAME AND                      TION          MENT COST     NUMBER OF      BASIC      LOAN         AAGGREGATE
PARTNER-    NUMBER          LOCATION      COMPLETION    (INCLUDING    APARTMENT      MONTHLY    PRINCIPAL    TAX CREDITS
SHIP        OF BUILDINGS    OF PROPERTY   DATE          LAND COST)    UNITS          RENTS      AMOUNT       (1)
--------------------------------------------------------------------------------------------------------------------------
<S>            <C>             <C>          <C>            <C>          <C>           <C>         <C>           <C>

----------- ------------- ------------ ------------ -------------- ------------- ------------- ------------ ------------
----------- ------------- ------------ ------------ -------------- ------------- ------------- ------------ ------------
PIERCE     Martin Tower    Sioux City     December      $5,131,500   80 1BR          $702        $2,600,000  $1,726,570
           Apartments      (Woodbury      2000                       units                       SNB (5)     LIHTC
                           County),
           1 building      Iowa                                      HAP on 80                               $248,455
           (2)(3)                                                    units (4)                               FHTC (6)
---------------- ------------- ------------ ----------- ----------- ----------- ---------------- ------------ ------------
<FN>
(1) Low income housing tax credits are available over a 10-year  period.  In the
first credit year,  Series 7 will  receive  only that  percentage  of the annual
credit  which  corresponds  to the number of months  during which Series 7 was a
limited partner of the local limited partnership, and during which the apartment
complex was completed and in service.

(2) The apartment complex is designed for senior citizens.

(3) The apartment complex is a rehabilitation property.

(4) The U.S.  Department of Housing & Urban Development  provides rent subsidies
known  as  Housing  Assistance   Payments  (HAP)  and  the  U.S.  Department  of
Agriculture,   Rural  Development   provides  rent  subsidies  known  as  Rental
Assistance  Payments  (RAP) to certain  projects.  Funds from such  payments are
applied to cover any difference between rents required to be paid by tenants and
the basic rent established for the applicable project.

(5) Security National Bank will provide the mortgage loan for a term of 15 years
at an annual interest rate of 7.75%  initially,  with the rate adjusted every 60
months  based on the average  5-year  Treasury  rate plus 2.75%.  Principal  and
interest  will be  payable  monthly  based on a 30-year  amortization  schedule.
Outstanding principal and interest will be due on maturity of the loan.

(6) The apartment  complex will also  generate  Federal  historic  tax  credits.
</FN>
</TABLE>

Sioux City is in  Woodbury  County,  Iowa  at  the  intersection  of  Interstate
Highway 29 and U.S. Highway 20, approximately 95 miles north of Omaha, Nebraska,
and 90 miles south of Sioux Falls, South Dakota. The population is approximately
83,000,   and  the  major   employers  for  Sioux  City  residents  are  Gateway
(computers), MCI WorldCom (communications), and Mercy Medical Center (medical).

                                       2

<PAGE>

<TABLE>


---------------- --------------- ---------------- --------------- ---------------- --------------- ----------------
                                                                                   SHARING
                                                                                   RATIOS:
                                                                                   ALLOCATIONS
LOCAL            LOCAL                            LOCAL GENERAL   SHARING RATIOS:  (4)               SERIES 7's
LIMITED          GENERAL         PROPERTY         PARTNER         CASH FLOW (3)    AND SALE OR       CAPITAL
PARTNERSHIP      PARTNER(S)      MANAGER (1)      DEVELOPMENT                      REFINANCING       CONTRIBUTION
                                                  FEE (2)                          PROCEEDS (5)
    <S>            <C>             <C>              <C>              <C>              <C>               <C>
---------------- --------------- ---------------- --------------- ---------------- --------------- ----------------
---------------- --------------- ---------------- --------------- ---------------- --------------- ----------------
PIERCE           Lewis F.        Oakleaf Real     $605,000        Series 7:        99.98/.01/.01     $1,525,709
                 Weinberg        Estate                           15% but          30/70
                                 Management                       not greater
                                                                  than
                 Weinberg                                         $7,500
                 Investments,                                     LGP: 70% of
                 Inc.                                             the
                                                                  balance
                                                                  The balance:
                 Sioux Falls                                      30/70
                 Environmental
                 Access, Inc.
---------------- --------------- ---------------- --------------- ---------------- --------------- ----------------
<FN>

(1) The   local  limited  partnership  will  employ  either  its  local  general
partners or an affiliate of  its local  general partners, or a third party, as a
property  manager for  leasing  and  management  of the apartment  complex.  The
maximum fee payable is determined pursuant to lender regulations.

(2) The  local limited  partnership will  pay  its  local general partners or an
affiliate  of  its  local general partners a  development  fee in the amount set
forth,  for  services  incident  to  the  development  and  construction  of the
apartment complex.  Services include:  negotiating the financing commitments for
the  apartment  complex,  securing  necessary  approvals  and  permits  for  the
development and construction of the apartment complex, and obtaining allocations
of low income  housing tax credits.

(3)  Reflects  the amount of the net cash flow from  operations,  if any,  to be
distributed  to  Series  7  (WNC) and  the local general  partners (LGP) of  the
local limited  partnership for each year of operations.  Net cash flow generally
is equal to the  excess  of  revenues  over  expenses,  including  the  property
manager's fee.

(4)  Subject to certain special allocations, reflects the respective  percentage
interests in profits, losses and low income housing tax credits of (i) Series 7,
(ii) WNC Housing,  L.P.,  an  affiliate of WNC &  Associates, Inc.  which is the
special  limited partner, and (iii) the local general partners.

(5) Reflects the  percentage  interests  in any net cash  proceeds  from sale or
refinancing of the apartment complex of (i) Series 7, and (ii) the local general
partners. Net cash proceeds from sale or refinancing of the apartment complex is
equal  to  the  sale  proceeds less payment of the mortgage loan and other local
limited partnership obligations.

</FN>
</TABLE>

                                       3
<PAGE>






Item 7.  Financial Statements and Exhibits

         a.   Financial Statements of Businesses Acquired
              Not Applicable

         b.   Proforma Financial Information*

         c.   Exhibits

         10.1 Second Amended and Restated Agreement of Limited Partnership of
              Pierce Street Partners Limited Partnership
         ----------
         *To be filed upon availability.











                                       4
<PAGE>




                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                  WNC HOUSING TAX CREDIT FUND VI, L.P., SERIES 7

Date: October 11, 2000            By:   WNC &  Associates, Inc.,
                                        General Partner


                                        By:  /s/ MICHAEL L. DICKENSON
                                             Michael L. Dickenson,
                                             Vice President - Chief Financial
                                             Officer







                                       5

<PAGE>




                                  EXHIBIT INDEX

Exhibit
Number        Description

10.1          Second Amended and Restated Agreement of Limited Partnership of
              Pierce Street Partners Limited Partnership





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