REDWOOD MORTGAGE INVESTORS VI
10-Q, 1996-08-07
MORTGAGE BANKERS & LOAN CORRESPONDENTS
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                                    FORM 10-Q
                        SECURITIES & EXCHANGE COMMISSION
                               WASHINGTON DC 20549

                   Quarterly Report Under Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934

For Period Ended               June 30, 1996.
- -------------------------------------------------------------------------------
Commission file number          33-12519
- -------------------------------------------------------------------------------

                          REDWOOD MORTGAGE INVESTORS VI
- -------------------------------------------------------------------------------
             (exact name of registrant as specified in its charter)

California                                                    94-3031211
- -------------------------------------------------------------------------------
(State or other jurisdiction of                            I.R.S. Employer
incorporation or organization)                             Identification No.

              650 El Camino Real, Suite G, Redwood City, CA. 94063
- -------------------------------------------------------------------------------
                     (address of principal executive office)

                                 (415) 365-5341
- -------------------------------------------------------------------------------
               (Registrants telephone number, including area code)

                                 NOT APPLICABLE
- -------------------------------------------------------------------------------
(Former name,former address and former fiscal year,if changed since last report)

     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  reports),  and (2) has been  subject to such
filing requirements for the past 90 days.

YES  XX__________                                          NO___________

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

     Indicate by check mark whether the  registrant  has filed all documents and
reports  required  to be filed by  Sections  12, 13 or 15 (d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.

YES________            NO________                 NOT APPLICABLE  ____XX___

                      APPLICABLE ONLY TO CORPORATE ISSUERS

     Indicate the number of shares  outstanding of each of the issuers class of
common stock, as of the latest date.

                                 NOT APPLICABLE

<PAGE>
<TABLE>


                                     Part I

                                     Item 1

                          REDWOOD MORTGAGE INVESTORS VI
                       (A California Limited Partnership)
                                 Balance Sheets
                         December 31, 1995 (audited) and
                            June 30, 1996 (unaudited)
<CAPTION>

                                     ASSETS

                                                       06/30/96     12/31/95
                                                       (unaudited)  (audited)
                                                       ==========   ==========

<S>                                                    <C>           <C>

Cash ...............................................   $   237,571   $   283,976

Accounts receivable:
 Mortgage loans, secured by deeds of trust .........     9,879,968    10,402,491
 Accrued interest on mortgage loans ................       479,033       445,816
 Advances on mortgage loans ........................       179,348       131,936
 Accounts receivable-unsecured .....................       251,531       322,913
                                                       -----------   -----------

                                                        10,789,880    11,303,156
 Less allowance for doubtful accounts ..............       204,000       283,284
                                                       -----------   -----------

                                                       $10,585,880   $11,019,872
                                                       -----------   -----------

Real Estate Owned, acquired through
 foreclosure, at estimated net realizable value ....     1,322,621     1,501,712
Partnership Interest ...............................       456,821       456,821
Formation loan due from Redwood Home Loan Co. ......       153,013       184,177
Prepaid expenses and other assets ..................           -0-           935
                                                       -----------   -----------

                                                       $12,755,906   $13,447,493
                                                       ===========   ===========


           LIABILITIES AND PARTNERS CAPITAL

Liabilities:

 Notes payable - Bank line of credit ...............   $ 1,715,011   $ 2,041,011
                                                       -----------   -----------
                                                         1,715,011     2,041,011

Partners Capital ...................................    11,040,895    11,406,482
                                                       -----------   -----------

                                                       $12,755,906   $13,447,493
                                                       ===========   ===========

<FN>
  See accompanying notes to financial statements.
</FN>
</TABLE>

<PAGE>
<TABLE>


                          REDWOOD MORTGAGE INVESTORS VI
                       (A California Limited Partnership)
                              STATEMENTS OF INCOME
      FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1996 AND 1995 (unaudited)

<CAPTION>

                                                                  6 mos.ended      6 mos. ended      3 mos. ended     3 mos. ended
                                                                  June 30,1996     June 30, 1995     June 30,1996     June 30, 1995
                                                                  (unaudited)       (unaudited)      (unaudited)       (unaudited)

<S>                                                                <C>               <C>               <C>               <C>

Revenues:
  Interest on mortgage loans .............................         $ 556,060         $ 647,568         $ 286,158         $ 323,493
  Interest on bank deposits ..............................             1,327             3,508               252             1,797
  Late charges & other ...................................             9,295             4,547             3,294             3,531
  Miscellaneous ..........................................             1,460             2,169               560               610
                                                                   ---------         ---------         ---------         ---------
                                                                     568,142           657,792           290,264           329,431
                                                                   ---------         ---------         ---------         ---------

Expenses:

 Interest on bank loan ...................................            90,206           107,822            44,763            51,553
 General Partner management fees .........................               -0-               -0-               -0-               -0-
 Clerical costs through Redwood Home .....................            16,101             9,280             8,263             4,625
Loan Co. .................................................
 Professional fees .......................................            16,279            16,746               805             3,774
 Other ...................................................             9,837            11,023             4,131             6,706
 Provision for loss on real estate
acquired
  through foreclosure and doubtful .......................           135,588           202,426            83,585           107,783
accounts
                                                                   ---------         ---------         ---------         ---------
                                                                     268,011           347,297           141,547           174,441
                                                                   ---------         ---------         ---------         ---------

Net Income ...............................................         $ 300,131         $ 310,495         $ 148,717         $ 154,990
                                                                   =========         =========         =========         =========

Net Income: to General Partners (1%) .....................         $   3,001         $   3,105         $   1,487         $   1,550  
            to Limited Partners(99%) ... .................           297,130           307,390           147,230           153,440  
                                                                  ----------         ---------         ---------         ----------
                                                                   $ 300,131         $ 310,495         $ 148,717         $ 154,990
                                                                   =========         =========         =========         =========

Net income for $1,000 invested by
Limited
  Partner for  entire period
  - where income is reinvested and compounded.............        $    26.46         $   25.99         $   13.13         $   12.95
                                                                   =========         =========         =========         =========
  - where Partner received income in monthly
       distributions .....................................        $    26.18         $   25.71         $   13.07         $   12.89
                                                                   =========         =========         =========         =========






<FN>
See accompanying notes to Financial Statements
</FN>
</TABLE>

<PAGE>


<TABLE>

                          REDWOOD MORTGAGE INVESTORS VI
                       (A California Limited Partnership)
                            STATEMENTS OF CASH FLOWS
                     FOR THE SIX MONTHS ENDED JUNE 30, 1996
                              AND 1995 (unaudited)

<CAPTION>

                                                  June 30, 1996  June 30, 1995
                                                   (unaudited)    (unaudited)


Cash flows from operating activities:
<S>                                                 <C>         <C>

  Net Income ....................................   $ 300,131   $ 310,495
   Adjustments to reconcile net income to net
    cash provided by operating activities:
      Increase (decrease) in allowance for
       doubtful accounts ........................     (79,284)        927
      (Increase) decrease in accrued interest
       and advances .............................     (80,629)    (91,502)
       Increase (decrease) in accounts payable,
        accrued expenses and deferred interest ..         -0-         -0-
       (Increase) decrease in prepaid expenses
        and other assets ........................         935         -0-
                                                     --------     --------

  Net cash provided by operating activities .....     141,153     219,920
                                                     ---------    --------

Cash flows from investing activities:

  Net (increase) decrease in:
   Real estate acquired through foreclosure .....     179,091     706,127
   Mortgage loans ...............................     522,523    ( 10,051)
   Formation loan ...............................      31,164    ( 13,331)
   Partnership Interest .........................         -0-      28,523
   Accounts receivable -unsecured ...............      71,382    (456,821)
                                                      -------    ---------
                                                                                                       
        Net cash provided by investing activities     804,160     254,447
                                                      -------     -------

Cash flows from financing activities:
  Net increase (decrease) in note payable - bank     (326,000)   (143,000)
  Partners withdrawals ..........................    (664,014)   (556,855)
  Early withdrawal penalties, net ...............    (  1,704)   (  4,029)
                                                                                                        
                                                                                       

         Net cash provided by or (used in)
         financing activities ...................    (991,718)   (703,884)
                                                      -------    ---------

Net increase (decrease) in cash and cash
 equivalents ....................................   $ (46,405)   $(229,517)
Cash and cash equivalents at the beginning
  of period .....................................     283,976      447,804
                                                     --------     --------
Cash and cash equivalents at the end of period ..   $ 237,571    $ 218,287
                                                    =========    =========


<FN>
  See accompanying notes to financial statements.
</FN>
</TABLE>

<PAGE>

<TABLE>

                          REDWOOD MORTGAGE INVESTORS VI
                       (A California Limited Partnership)
                   STATEMENTS OF CHANGES IN PARTNERS CAPITAL
              FOR THE THREE YEARS ENDED DECEMBER 31, 1995 (audited)
                 AND SIX MONTHS ENDED JUNE 30, 1996 (unaudited)
 <CAPTION>
  --------------------------------------------PARTNERS CAPITAL-------------------------------------------
                                                                                UNALLOCATED
                                                 GENERAL          LIMITED       SYNDICATION
                                                 PARTNERS         PARTNERS         COSTS       TOTAL

<S>                                               <C>             <C>           <C>           <C>
Balances at December 31, 1992 ................    $  9,773        $12,374,013   $(26,879)     $12,356,907
                                                                                                              
Net Income ...................................       8,978            888,810        -0-          897,788 
Allocation of Syndication Costs ..............        (232)           (22,947)    23,179              -0-
Early withdrawal penalties ...................         -0-            (10,365)     3,700           (6,665)
Partners withdrawals .........................       (8,746)         (887,338)       -0-         (896,084)
                                                 -----------         ---------   --------         --------

Balances at December 31, 1993 ................        9,773         12,342,173       -0-       12,351,946

Net Income ...................................        6,647            658,055       -0-          664,702
Early withdrawal penalties ...................          -0-            (12,790)      -0-          (12,790)
Partners withdrawals .........................       (6,654)        (1,013,019)      -0-       (1,019,673)
                                                 -----------         ----------   -------      -----------

Balances at December 31, 1994 ................         9,766         11,974,419      -0-        11,984,185

Net Income ...................................         6,183            612,165      -0-           618,348
Early withdrawal penalties ...................           -0-             (4,336)     -0-            (4,336)
Partners withdrawals .........................        (6,183)        (1,185,532)     -0-        (1,191,715)
                                                  -----------        -----------   -------      -----------

Balances at December 31, 1995 ................         9,766          11,396,716     -0-        11,406,482

Net Income ...................................         3,001             297,130     -0-           300,131
Early withdrawal penalties ...................           -0-              (1,704)    -0-            (1,704)
Partners withdrawals .........................        (3,001)           (661,013)    -0-          (664,014)
                                                  ------------       -----------   -------     ------------
Balances at June 30, 1996 ....................     $   9,766         $11,031,129     -0-      $ 11,040,895
                                                  ===========        ===========   =======    ============








<FN>
  See accompanying notes to Financial Statements
</FN>
</TABLE>
<PAGE>


                          REDWOOD MORTGAGE INVESTORS VI
                       (A California Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                         DECEMBER 31, 1995 (audited) and
                            June 30, 1996 (unaudited)

NOTE 1 ORGANIZATION AND GENERAL
     Redwood Mortgage  Investors VI, (the  partnership) is a California  Limited
partnership,  of which the General Partners are D. Russell  Burwell,  Michael R.
Burwell and Gymno  Corporation,  a California  corporation owned and operated by
the individual  General  Partners.  The  partnership  was organized to engage in
business as a mortgage lender for the primary purpose of making loans secured by
Deeds of Trust on California real estate.  Partnership  loans are being arranged
and  serviced by Redwood  Home Loan Co.  (RHL Co.),  dba  Redwood  Mortgage,  an
affiliate of the General Partners. At December 31, 1989, the offering was closed
with contributed capital totaling $9,781,366.

     Each  months   income  is   distributed   to  partners   based  upon  their
proportionate share of partners capital. Some partners have elected to withdraw
income on a monthly, quarterly or annual basis.

A. Sales Commissions - Formation Loan
     Sales  commissions  ranging from 0% (units sold by General Partners) to 10%
of gross  proceeds  were paid to RHL Co., an affiliate  of the General  Partners
that arranges and services the mortgage loans. To finance the sales commissions,
the Partnership  loaned to RHL Co. $623,255  relating to contributed  capital of
$9,781,366.  The  formation  loan is  unsecured,  and is being  repaid,  without
interest, in ten annual installments of principal, commencing December 31, 1989

     The following  reflects  transactions in the Formation Loan account through
June 30, 1996:

       Amount loaned during 1987,1988 and 1989                        $623,255
       Less:
         Cash repayments                                  $432,319
         Allocation of early withdrawal penalties           37,923     470,242
                                                        ===========   ---------
       Balance June 30, 1996                                          $153,013
                                                                    ===========


B. Other Organizational and Offering Expenses
     Organizational  and  offering  expenses,   other  than  sales  commissions,
(including printing costs,  attorney and accountant fees, and other costs), paid
by the Partnership  from the offering  proceeds totaled $360,885 or 3.69% of the
gross proceeds contributed by the Partners.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Revenues and expenses are accounted for on the accrual basis of accounting.

     The Partnership  bears its own  organization  and syndication  costs (other
than certain sales  commissions  and fees described  above)  including legal and
accounting expenses,  printing costs, selling expenses, a 1% wholesale brokerage
fee and filing fees.  Organizational  costs of $14,750 were capitalized and were
amortized  over a five year period.  Syndication  costs of $346,135 were charged
against  partners capital and were allocated to individual  partners  consistent
with the partnership agreement over a five year period.

<PAGE>

     Property  acquired  through  foreclosure  will be held for  prompt  sale to
return the funds to the loan portfolio.  Such property is recorded at cost which
includes the principal  balance of the former loan made by the Partnership  plus
accrued  interest,  payments  made to keep the senior  loans  current,  costs of
obtaining  title  and  possession,  less  rental  income  or  at  estimated  net
realizable  value, if less. The difference  between such costs and estimated net
realizable  value is deducted  from cost in the  Balance  Sheet to arrive at the
carrying value of such property.

     In  preparing  the  financial  statements,  management  is required to make
estimates based on the information available that affect the reported amounts of
assets and  liabilities  as of the balance  sheet date and revenues and expenses
for the related periods.  Such estimates relate principally to the determination
of the allowance for doubtful accounts and the valuation of real estate acquired
through  foreclosure.  Actual  results  could  differ  significantly  from these
estimates.

     Mortgage  loans and the related  accrued  interest,  fees and  advances are
analyzed on a continuous basis for recoverability.  Delinquencies are identified
and  followed as part of the  mortgage  loan  system.  A  provision  is made for
doubtful  accounts to adjust the  allowance  for doubtful  accounts to an amount
considered by management  to be adequate to provide for  unrecoverable  accounts
receivable.

     Amounts  reflected  in the  statements  of income as net  income per $1,000
invested by Limited Partners for the entire period are actual amounts  allocated
to Limited  Partners who have their  investment  throughout  the period and have
elected to either  leave their  earnings to compound or have  elected to receive
monthly distributions of their net income.  Individual limited partner income is
allocated each month based on the limited partners pro rata share of partnership
capital.  Because the net income percentage varies from month to month,  amounts
per $1,000  will vary for those  individuals  who make or  withdraw  investments
during the period, or select other options.  However,  the net income per $1,000
average  invested has approximated  those reflected for those whose  investments
and options have remained constant.

     No provision  for Federal and State  income taxes is made in the  financial
statements  since  income taxes are the  obligation  of the partners if and when
income taxes apply.

     The interim financial statements dated June 30, 1996 are unaudited,  but in
the opinion of the General Partners all adjustments (consisting solely of normal
recurring  adjustments)  necessary  to a  fair  presentation  of  the  financial
statements at June 30, 1996 have been made.

NOTE 3 - GENERAL PARTNERS AND RELATED PARTIES
The  following  are  commissions  and/or fees which are paid to the General
Partners and/or related parties.

A. Loan Brokerage Commissions
     Loan  brokerage  commissions  for services in  connection  with the review,
selection,  evaluation,  negotiation  and  extension of the mortgage  loans were
limited up to 12% of the principal amount of the loans through the period ending
6 months after the termination date of the offering. Thereafter, commissions are
limited to an amount not to exceed 4% of the total Partnership  assets per year.
Such  commissions  are  paid  by the  borrowers,  thus,  not an  expense  of the
Partnership.

B. Loan Servicing Fees
     Monthly loan  servicing fees are paid to Redwood Home Loan Co. up to 1/8 of
1% (1.5% annual) of the unpaid principal, or such lesser amount as is reasonable
and  customary in the  geographic  area where the property  securing the loan is
located  (currently  at 1/12 of 1% or 1%  annual).  The amount  remitted  to the
partnership  and recorded as interest on mortgage  loans is net of such fees. In
1993,  $27,532 of the total loan servicing fee of $121,838;  in 1994 $123,758 of
the total  loan  service  fees of  $123,758;  in 1995  $50,741 of the total loan
service fees of $92,797 and for the six months through June 30, 1996,  $8,650 of
the total loan servicing fee of $37,573, were waived by Redwood Home Loan Co.
<PAGE>

C. Asset Management Fee
     Pursuant  to the  partnership  agreement,  the General  Partners  receive a
monthly fee for managing the  Partnerships  loan portfolio and operations equal
to 1/32 of 1% (3/8 of 1% annual) of the net asset value.  Such fees were reduced
from $46,569 to $15,523 in 1993;  $45,974 to $8,942 in 1994, and $44,336 to $-0-
in 1995 with the difference  being waived by the General  Partners.  For the six
months through June 30 1996,  all of the  management  fee totalling  $21,282 was
also waived by the General Partners.

D. Other Fees
     The  Partnership  Agreement  provides for other fees such as  reconveyance,
loan assumption and loan extension fees. These fees are paid by the borrowers to
parties related to the General Partners.

E. Income and Losses
     All  income is  credited  or  charged  to  partners  in  relation  to their
respective  partnership  interests.  The  partnership  interest  of the  General
Partners (combined) is a total of 1%.

F. Operating Expenses
     The  General  Partners  or their  affiliate  (Redwood  Home  Loan  Co.) are
reimbursed by the Partnership for all operating  expenses  actually  incurred by
them on behalf of the Partnership,  including without limitation,  out-of-pocket
general and  administration  expenses of the  Partnership,  accounting and audit
fees,  legal fees and expenses,  postage and  preparation  of reports to Limited
Partners.  In 1993,  1994 and 1995 clerical  costs  totaling  $31,642,  $-0- and
$23,341,  respectively,  were  reimbursed to RHL and are included in expenses in
the  Statements  of Income.  The 1994 expenses were absorbed by the Redwood Home
Loan Co. For the six months through June 30, 1996, $16,101 was reimbursed to RHL
Co.

NOTE 4 OTHER PARTNERSHIP PROVISIONS
A. Term of the Partnership
     The term of the  Partnership  is  approximately  40  years,  unless  sooner
terminated as provided.  The provisions  provided for no capital  withdrawal for
the first five years,  subject to the penalty  provision set forth in (D) below.
Thereafter,  investors  have the right to withdraw over a five-year  period,  or
longer.

B. Election to Receive Monthly, Quarterly or Annual Distributions
     Upon subscriptions,  investors elected either to receive monthly, quarterly
or  annual  distributions  of  earnings  allocations,  or to allow  earnings  to
compound for at least a period of 5 years.

C. Profits and Losses
     Profits  and  losses  are  allocated  monthly  among the  Limited  Partners
according  to their  respective  capital  accounts  after 1% is allocated to the
General Partners.

D. Withdrawal From Partnership
     A Limited  Partner  had no right to  withdraw  from the  Partnership  or to
obtain  the return of his  capital  account  for at least five years  after such
units are purchased which in all instances has occurred by June 30, 1996.  After
that time, at the election of the Partner, capital accounts can be returned over
a five year period in 20 equal  quarterly  installments or such longer period as
is requested.
<PAGE>

 
     Notwithstanding  the  above,  in order  to  provide  a  certain  degree  of
liquidity to the Limited Partners, the General Partners will liquidate a Limited
Partners entire capital account in four quarterly installments beginning on the
last day of the calendar  quarter  following  the quarter in which the notice of
withdrawal is given. Such liquidations shall, however, be subject to a 10% early
withdrawal  penalty applicable to any sums withdrawn prior to the time when such
sums otherwise could have been withdrawn  pursuant to the liquidation  procedure
set forth  above.  The 10% early  withdrawal  penalty  will be  received  by the
Partnership, and a portion of the sums collected as such penalty will be applied
toward the next installment(s) of principal under the Formation Loan owed to the
Partnership  by Redwood Home Loan Co. Such portion  shall be  determined  by the
ratio between the initial amount of Formation Loan and the total amount of other
organization and syndication costs incurred by the Partnership in this offering.
The  balance of any such early  withdrawal  penalties  shall be  retained by the
Partnership for its own account and applied against syndication costs. Since the
syndication  costs have been fully  amortized as of December 31, 1993, the early
withdrawal  penalties  gained in the future will be applied on the same basis as
before with the amount  otherwise being credited to the syndication  costs being
credited to income for the period.

     The Partnership will not establish a reserve from which to fund withdrawals
and,  accordingly,  the  Partnership's  capacity  to return a  Limited  Partners
capital  account is restricted to the  availability  of  Partnership  cash flow.
Furthermore,  no more than 20% of the total Limited  Partners  capital  accounts
outstanding at the beginning of any year shall be liquidated during any calendar
year.

NOTE 5 - INVESTMENT IN PARTNERSHIP.
     The Partnerships interest in land acquired through foreclosure,  located in
East Palo Alto,  California with costs totalling $456,821 has been invested with
that of two other  Partnerships  (total cost $941,050) in a partnership which is
in the preliminary  process of getting  approval to construct  approximately  72
single  family homes for sale.  Redwood  Mortgage  Investors V, VI, and VII have
first priority on return of investment plus interest  thereon,  in addition to a
share of profits realized.

NOTE 6 - NOTES PAYABLE - BANK  LINE OF CREDIT
     The  Partnership  has a bank line of credit  secured by its  mortgage  loan
portfolio up to $2,500,000 at 1% over prime.  The balances were  $2,041,011  and
$1,715,011  at  December  31,  1995  and June 30,  1996,  respectively,  and the
interest rate at June 30, 1996 was 9.25% (8.25% prime + 1%).

NOTE 7 - LEGAL PROCEEDINGS
     The  Partnership  is not a defendant in any legal actions.  However,  legal
actions against  borrowers and other involved parties have been initiated by the
Partnership  to help  assure  payments  against  unsecured  accounts  receivable
totaling $251,531.

     Management  anticipates that the ultimate outcome of the legal matters will
not have a material  adverse effect on the net assets of the  Partnership,  with
due  consideration  having been given in arriving at the  allowance for doubtful
accounts.
<PAGE>



     NOTE 8 - ASSET  CONCENTRATIONS AND  CHARACTERISTICS  The mortgage loans are
secured  by  recorded  deeds of trust.  At June 30,  1996,  there  were 66 loans
outstanding with the following characteristics:

  Number of loans outstanding                               66
  Total loans outstanding                           $9,879,968

  Average loan outstanding                          $  149,696
  Average loan as percent of total                        1.52%
  Average loan as percent of Partners Capital             1.36%

  Largest loan outstanding                          $1,376,117
  Largest loan as percent of total                       13.93%
  Largest loan as percent of Partners Capital            12.46%

  Number of counties where security is located
      (all California)                                      13
  Largest percentage of loans in one county              26.47%
  Average loan to appraised value of security
      at time loan was consummated                       64.84%
  Number of loans in foreclosure status                      6
  Amount of loan in foreclosure                      $  670,240


     The cash  balance  at June  30,  1996 of  $237,571  was in two  banks  with
interest  bearing  balances  totalling  $172,901.  The balance exceeded the FDIC
insurance limit (up to $100,000 per bank) by $72,901.


                                      
<PAGE>
 Item 7 - Managements Discussion and Analysis of Financial Condition and 
                             Results of Operations

On June 30, 1996, the Partnerships net capital totalled $11,040,895.

     The Partnership began funding mortgage  investments in October 1987, and as
of June 30, 1996 had distributed  income at an average  annualized  (compounded)
yield of 8.09%.  Current  earnings are lower than those prevalent at the outset,
primarily because interest rates generally have dropped dramatically since 1988.
The  Partnership  does not  anticipate  a  significant  increase  or decrease in
mortgage rates in the  foreseeable  future and expects the  prevailing  interest
rates to fluctuate in a narrow range in the near future.  Management expects the
yield, net of provision for losses on loans, to increase slightly in 1996.

     Currently,  mortgage  interest rates are lower than those  prevalent at the
inception  of the  Partnership.  New loans are being  originated  at these lower
interest  rates.  The result is a  reduction  of the average  return  across the
entire  portfolio  held by the  Partnership.  This of course  is for most  other
saving alternative.  In the future, interest rates likely will change from their
current levels.  The General Partners cannot at this time predict at what levels
interest  rates will be in the future.  The General  Partners  believe the rates
charged by the Partnership to its borrowers will not change significantly in the
immediate  future.  Based upon the rates payable in connection with the existing
loans,  the  current  and  anticipated  interest  rates  to be  charged  by  the
Partnerships,  and current reserve requirements, the General Partners anticipate
that the  annualized  yield next year will range only  slightly  higher from its
current rate.
        
     Each year,  the  Partnership  negotiates a line of credit with a commercial
bank which is secured by its  mortgage  loan  portfolio.  Currently,  it has the
capacity  to  borrow  up to  $2,500,000  at  Prime  plus  1%,  (9.25%).  Current
borrowings of $1,715,011  have the effect of leveraging the portfolio about 20%.
The Partnership relies upon the line of credit,  amortization of notes,  pay-off
of  notes,  and  the  re-investment  of  earnings,   after  paying   Partnership
distributions  and operating costs, for the creation of new capital for mortgage
(loan) investments.
 
     The Partnership's operating results and delinquencies are within the normal
range of the  General  Partners  expectations,  based upon their  experience  in
managing similar  Partnerships over the last nineteen years.  Foreclosures are a
normal aspect of partnership operations and the General Partners anticipate that
they will not have a material  effect on liquidity.  As of June 30, 1996,  there
were six properties in  foreclosure.  Cash is continually  being  generated from
interest earnings, late charges, prepayment penalties, amortization of notes and
pay-off of notes.  Currently,  this  amount  exceeds  Partnership  expenses  and
earnings payout  requirements.  As loan opportunities  become available,  excess
cash and available funds are invested in new loans.

     The  General  Partners  are  continuously  reviewing  the  loan  portfolio,
examining the status of delinquencies,  the underlying collateral securing these
properties,  REO expenses, sales activities,  and borrowers payment records and
other data relating to the loan portfolio. Data on the local real estate market,
and on the national and local economy are studied.  Based upon this  information
and more,  loan loss reserves and allowance for doubtful  accounts are increased
or  decreased.  Because of the number of variables  involved,  the  magnitude of
possible  swings and the General  Partners  inability  to control  many of these
factors, actual results may and do sometimes differ significantly from estimates
made by the General Partners.
                                  
     Its now clear the Northern  California  recession  reached bottom in 1993.
Since then, the California economy has been improving, slowly at first, but now,
more  vigorously.  A wide  variety of  indicators  suggest  that the  economy in
California  was  strong  in the  first  half of  1996,  and the  State is well -
positioned for fast growth in the second half of the year.  This  improvement is
reflective in increasing property values, in job growth, personal income growth,
etc., which all translates into more loan activity.  Which of course, is healthy
for our lending activity.


                                       
<PAGE>

  I.
       COMPENSATION OF THE GENERAL PARTNERS AND AFFILIATES BY PARTNERSHIP

     The  following  compensation  has been  paid to the  General  Partners  and
Affiliates for services rendered during the six months ending June 30, 1996. All
such compensation is in compliance with the guidelines and limitations set forth
in the Prospectus and Partnership  Agreement.  In addition, the General Partners
and/or related  companies pay certain  expenses on behalf of the Partnership for
which it is reimbursed as noted in the Statement of Income.

Entity Receiving           Description of Compensation             Amount
Compensation                 and Services Rendered
===============================================================================

RHL Co.                 Loan Servicing Fee for servicing loans
                        ($8,650 waived by RHL Co.)                   $28,923
- ------------------- ----------------------------------------- -----------------
General Partners &/or   Asset  Management Fee for managing assets
Affiliates              ($21,282 waived by the General Partners
                                                                     $     0
- ---------------------------- --------------------------------------------------

General Partners        1%  interest in profits,  losses and 
                        distributions  of cash available for
                        distribution                                 $ 3,001
- ---------------------------- ---------------------------------------------------

     II. FEES PAID BY BORROWERS ON MORTGAGE LOANS PLACED BY COMPANIES RELATED TO
THE GENERAL PARTNERS THE PARTNERSHIP (EXPENSES OF BORROWERS NOT OF THE
PARTNERSHIP)

RHL Co.                 Loan Brokerage  Commissions  for services in
                        connection with the review, selection, evaluation
                        negotiation, and extension  of the  Partnership
                        Loans paid by the  borrowers and not by the
                        Partnership                                $  20,150
- -------------------------------------------------------------------------------

RHL Co.                Processing  and Escrow Fees for services in 
                       connection  with notary, document preparation,
                       credit investigation, and escrow  fees payable
                       by the borrower and not by the Partnership  $     229
- ---------------------------- --------------------------------------------------



                                       
<PAGE>

                   LOAN PORTFOLIO SUMMARY AS OF JUNE 30, 1996
   
                             Parthership Highlingts

Loan to Value ratio

First Trust Deed Loans                                        $ 4,565,455.88
Appraised Value of Properties *                                 7,112,225.00
    Total Investment as a % of Appraisal                               64.19%

First Trust Deed Loans                                        $ 4,565,455.88
Second Trust Deed Loans                                         4,635,355.43
Third Trust Deed Loans                                            432,225.52
Fourth Trust Deed Loans **                                        246,931.03
                                                            -------------------
                                                              $ 9,879,967.86

First Trust Deeds due other Lenders                           $18,861,022.00
Second Trust Deeds due other Lenders                            1,186,142.00
Third Trust Deeds due other Lenders                               178,571.00
                                                            --------------------
Total Debt                                                    $30,105,702.86

    Appraised Property Value                                  $46,431,389.00
    Total Investment as a % of Appraisal                               64.84%

Number of Loans Outstanding                                               66

Average Investment                                               $149,696.48
Average Investment as a % of Net Partners Capital                       1.36%
Largest Investment Outstanding                                 $1,376,117.03
Largest Investment as a % of Net Partners Capital                      12.46%


     * Amounts shown reflect the aggregate appraisal values utilized at the time
the loans were consummated.

     ** This consists of a loan in which Redwood Mortgage Investors VI, together
with other Redwood partnerships,  holds a second and a fourth trust deed against
the  secured  property.   In  addition,   the  principals  behind  the  borrower
corporation  have given personal  guarantees as collateral.  The overall loan to
value ratio on this loan is 76.52%. Besides the borrower paying an interest rate
of 12.25%,  the partnership and other lenders will  participate in profits.  The
General   Partners  and  its  affiliates  have  previously   entered  into  loan
transactions with this borrower, all of which have been concluded  successfully,
with extra earnings earned for the other lenders.


                                       
<PAGE>


                                       


  Loans as a Percentage of Total Loans

First Trust Deed Loans                                                 46.17%
Second Trust Deed Loans                                                46.96%
Third Trust Deed Loans                                                  4.37%
Fourth Trust Deed Loans                                                 2.50%
                                                                   ------------
Total                                                                 100.00%

Loans by Type of Property

Owner Occupied Homes                           $1,834,111.07           18.56%
Non Owner Occupied Homes                          755,213.03            7.64%
Apartments                                        813,011.38            8.23%
Commercial                                      6,477,632.38           65.57%
                                             ----------------      ------------
Total                                          $9,879,967.86          100.00%

Statement of Conditions of Loans

                 Number of Loans in Foreclosure                             6


Diversification by County

County

Santa Clara                                    $2,614,868.07           26.47%
San Mateo                                       1,953,947.92           19.78%
Alameda                                         1,879,445.89           19.02%
Contra Costa                                      767,064.17            7.76%
Stanislaus                                        765,516.84            7.75%
San Francisco                                     625,728.58            6.33%
Sacramento                                        477,882.89            4.84%
Sonoma                                            334,127.39            3.38%
El Dorado                                         216,586.51            2.19%
Shasta                                             82.714.15            0.84%
Monterey                                           72,380.95            0.73%
Santa Cruz                                         64,993.74            0.66%
Solano                                             24,710.76            0.25%
                                             ------------------     ------------

Total                                          $9,879,967.86          100.00%



                                       
<PAGE>

 





                                     PART 2
                                OTHER INFORMATION

         Item 1.           Legal Proceedings

                     No legal action has been initiated against the Partnership.
                     The Partnership had filed a legal action for collection
                     against a borrower, which is routine litigation incidental
                     to its business. Please refer to note (7) of financial
                     statements.

         Item 2.           Changes in the Securities

                                    Not Applicable

         Item 3.           Defaults upon Senior Securities

                                    Not Applicable

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

                                    Not Applicable

         Item 5.           Other Information

                                    Not Applicable

         Item 6.           Exhibits and Reports on Form 8-K

                                    (a) Exhibits
                                            Not Applicable

                                    (b) Form 8-K
                                        The registrant has not filed any
                                        reports on Form 8-K during the six 
                                        month period ending June 30, 1996.


                                      
<PAGE>


                                   Signatures


 Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange
 Act of 1934 the registrant has duly caused this report to be signed on its
 behalf by the undersigned, thereto duly authorized 
 on the 25th day of July, 1996.

REDWOOD MORTGAGE INVESTORS VI


By:
         ---------------------------------------------
         D. Russell Burwell, General Partner


By:
         ---------------------------------------------
         Michael R. Burwell, General Partner


By:      Gymno Corporation, General Partner


         By:
                 ---------------------------------------------
                 D. Russell Burwell, President


         By:
                 ---------------------------------------------
                 Michael R. Burwell, Secretary/Treasurer


Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, 
this report has been signed below by the following person on behalf
of the registrant and in the capacity indicated on the 25th day of July 1996.


Signature                           Title                           Date


- -------------------
D. Russell Burwell             General Partner                  July 25, 1996



- --------------------
Michael R. Burwell             General Partner                  July 25, 1996




- --------------------
D. Russell Burwell      President of Gymno Corporation,         July 25, 1996
                        (Principal Executive Officer);
                         Director of Gymno Corporation



- -------------------
 Michael R. Burwell     Secretary/Treasurer of Gymno            July 25, 1996
                        Corporation (Principal Financial
                        and Accounting Officer);
                        Director of Gymno Corporation

                                     


<TABLE> <S> <C>


<ARTICLE>                     5
       
<S>                             <C>
<PERIOD-TYPE>                  6-MOS
<FISCAL-YEAR-END>              DEC-31-1996
<PERIOD-START>                 JAN-01-1996
<PERIOD-END>                   JUN-30-1996
<CASH>                         237571
<SECURITIES>                   0 
<RECEIVABLES>                  10789880
<ALLOWANCES>                   204000
<INVENTORY>                    0
<CURRENT-ASSETS>               0
<PP&E>                         0
<DEPRECIATION>                 0
<TOTAL-ASSETS>                 12755906
<CURRENT-LIABILITIES>          0
<BONDS>                        0
          1715011
                    0
<COMMON>                       0
<OTHER-SE>                     11040895
<TOTAL-LIABILITY-AND-EQUITY>   12755906
<SALES>                        0
<TOTAL-REVENUES>               568142
<CGS>                          0
<TOTAL-COSTS>                  42217
<OTHER-EXPENSES>               0               
<LOSS-PROVISION>               135588
<INTEREST-EXPENSE>             90206
<INCOME-PRETAX>                300131
<INCOME-TAX>                   0
<INCOME-CONTINUING>            300131
<DISCONTINUED>                 0
<EXTRAORDINARY>                0
<CHANGES>                      0
<NET-INCOME>                   300131
<EPS-PRIMARY>                  .00
<EPS-DILUTED>                  .00
        


</TABLE>


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