REDWOOD MORTGAGE INVESTORS VI
10-Q, 1996-05-09
MORTGAGE BANKERS & LOAN CORRESPONDENTS
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                                     FORM 10-Q
                            SECURITIES & EXCHANGE COMMISSION
                                  WASHINGTON DC 20549

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

For Period Ended              March 31, 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
                           March 31, 1996 (unaudited)
                                   <CAPTION>

                                     ASSETS

                                                    March 31, 1996 Dec. 31, 1995
                                                     (unaudited)     (audited)
                                                  ================ =============

<S>                                                    <C>           <C> 

Cash ...............................................   $    75,877   $   283,976

Accounts receivable:
      Mortgage loans, secured by deeds of trust ....    10,161,917    10,402,491
      Accrued interest on mortgage loans ...........       472,367       445,816
      Advances on mortgage loans ...................       169,490       131,936
      Accounts receivable-unsecured ................       253,433       322,913
                                                       -----------   -----------

                                                        11,057,207    11,303,156
      Less allowance for doubtful accounts .........       195,000       283,284
                                                       -----------   -----------

                                                       $10,862,207   $11,019,872
                                                       -----------   -----------

Real Estate Owned, acquired through foreclosure, at
      estimated net realizable value ...............     1,586,668     1,501,712
Partnership Interest ...............................       456,821       456,821
Formation loan due from Redwood Home Loan Co. ......       173,037       184,177
Prepaid expenses and other assets ..................           -0-           935
                                                       -----------   -----------

                                                       $13,154,610   $13,447,493
                                                       ===========   ===========


                        LIABILITIES AND PARTNERS CAPITAL

Liabilities:

      Notes payable - Bank line of credit ..........   $ 1,915,011   $ 2,041,011
      Accounts payable and accrued expenses ........         4,100           -0-
      Deferred interest on Mortgage Loans ..........           -0-           -0-
                                                       -----------   -----------
                                                         1,919,111     2,041,011

Partners capital ...................................    11,235,499    11,406,482
                                                       -----------   -----------
                                                       $13,154,610   $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 MONTHS ENDED MARCH 31, 1996
                              AND 1995 (unaudited)

<CAPTION>

                                                      3 mths ended  3 mths ended
                                                     Mar. 31, 1996 Mar. 31, 1995
                                                      (unaudited)    (unaudited)
<S>                                                         <C>         <C>    

Revenues:

  Interest on Mortgage Loans ...........................    $269,902    $324,075
  Interest on Bank Deposits ............................       1,075       1,711
  Late Charges & Other .................................       6,001       1,016
  Miscellaneous ........................................         900       1,559
                                                            --------    --------
                                                             277,878     328,361
                                                            --------    --------

Expenses:

  Interest on Bank Loan ................................      45,443      56,269
  General Partner management fees ......................         -0-         -0-
  Clerical  costs through Redwood Home Loan Co. ........       7,838       4,655
  Professional Fees ....................................      15,474      12,972
  Other ................................................       5,706       4,317
  Provision for loss on real estate acquired through
    foreclosure and doubtful accounts ..................      52,003      94,643
                                                            --------    --------
                                                             126,464     172,856
                                                            --------    --------

Net Income .............................................    $151,414    $155,505
                                                            ========    ========

Net income:  to General Partners (1%) ..................    $  1,514    $  1,555
                     to Limited Partners (99%) .........     149,900     153,950
                                                            ========    ========
                                                            $151,414    $155,505
                                                            ========    ========

Net income for $1,000 invested by Limited Partner
     for entire period
  - where income is reinvested and compounded ..........    $  13.16    $  12.87
                                                            ========    ========
  - where Partner received income in monthly
     distributions .....................................    $  13.11    $  12.82
                                                            ========    ========

<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 THREE MONTHS ENDED MARCH 31, 1996
                              AND 1995 (unaudited)

<CAPTION>

                                                    Mar. 31, 1996 Mar. 31, 1995
                                                     (unaudited)  (unaudited)


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

  Net Income ...................................        $151,414   $155,505
   Adjustments to reconcile net income to net
     cash provided by operating activities:
      Increase (decrease) in allowance for
       doubtful accounts .......................    (     88,284)       -0-
      (Increase) decrease in accrued interest
       and advances ............................    (     64,105)  ( 53,570)
       Increase (decrease) in accounts payable,
        accrued expenses and deferred interest .           4,100      2,000
       (Increase) decrease in prepaid expenses
        and other assets .......................             935        -0-
                                                        --------   ---------
  Net cash provided by operating activities ....           4,060    103,935
                                                        --------   ---------
Cash flows from investing activities:

  Net (increase) decrease in:
   Real estate acquired through foreclosure ....    (     84,956)   556,754
   Mortgage loans ..............................         240,574  ( 149,721)
   Formation loan ..............................          11,140     17,457
   Partnership Interest ........................             -0-  ( 456,821)
   Accounts receivable -unsecured ..............          69,480        -0-
                                                        -------- -----------
     Net cash provided by or (used in)
      investing activities .....................         236,238  (  32,331)
                                                      ----------- ----------                                   --------   ---

Cash flows from financing activities:
  Net increase (decrease) in note payable - bank     (   126,000) ( 160,000)
  Partners withdrawals .........................     (   321,645) ( 264,415)
  Early withdrawal penalties, net ..............     (       752) (   2,960)
                                                      -----------  ---------

         Net cash provided by or (used in)
          financing activities .................     (   448,397) ( 427,375)
                                                                                          --------   ---

Net increase (decrease) in cash and cash
 equivalents ...................................    $(   208,099) $(355,771)
Cash and cash equivalents at the beginning
 of period .....................................         283,976    447,804
                                                    ------------- ----------                                     ========   ===
Cash and cash equivalents at the end of period .        $ 75,877   $ 92,033
                                                    ============= ==========                                     ========   ===


<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 THREE MONTHS ENDED MARCH 31, 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 ....................        1,514        149,900         -0-          151,414
Early withdrawal penalties ....          -0-    (       752)        -0-       (      752)
Partners withdrawals ..........      ( 1,514)   (   320,131)        -0-       (  321,645)
                                   ------------ -----------    -----------     ----------
Balances at March 31, 1996 ....    $   9,766     11,225,733         -0-       11,235,499
                                  ============  ===========     ==========    ===========
<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
                           MARCH 31, 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
March 31, 1996:
      
     Amount loaned during 1987,1988 and 1989                           $623,255
     Less:
         Cash repayments                              $413,047
         Allocation of early withdrawal penalties       37,171          450,218
                                                    ===========      -----------

       Balance December 31, 1995                                       $173,037
                                                                     ===========



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 March 31, 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 March 31, 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  and in 1995 $50,741 of the total loan
service  fees of $92,797  were waived by the Redwood Home Loan Co. For the three
months through March 31, 1996, all of the loan servicing fee of $19,248 was paid
to 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 three months  through March 31, 1996,  all of the  management  fee totalling
$10,722 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 three months  through March 31, 1996,  $7,838 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 March 31, 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 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
process of constructing  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
$1,915,011  at  December  31,  1995 and March 31,  1996,  respectively,  and the
interest rate at March 31, 1996 was 9.5% (8.5% 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 $253,433.

     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 March 31,
1996, there were 70 loans outstanding with the following characteristics:

         Number of loans outstanding                               70
         Total loans outstanding                          $10,161,917

         Average loan outstanding                         $   145,170
         Average loan as percent of total                        1.43%
         Average loan as percent of Partners Capital             1.29%

         Largest loan outstanding                         $ 1,279,200
         Largest loan as percent of total                        12.59%
         Largest loan as percent of Partners  Capital            11.39%

         Number of counties where security is located
              (all California)                                      14
         Largest percentage of loans in one county               27.99%
         Average loan to appraised value of security
              at time loan was consummated                       65.32%
         Number of loans in foreclosure status                       1
         Amount of loan in foreclosure                    $     34,702


     The cash  balance  at March  31,  1996 of  $75,877  was in two  banks  with
interest  bearing  balances  totalling  $667.  The balances were within the FDIC
insurance limits (up to $100,000 per bank).




<PAGE>

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

         On March 31, 1996, the Partnerships net capital totalled $11,235,499.

     The Partnership began funding mortgage  investments in October 1987, and as
of March 31, 1996 had distributed income at an average  annualized  (compounded)
yield of 8.18%.  Current earnings are somewhat lower than those prevalent at the
outset,  primarily  because  interest rates generally have dropped  dramatically
since 1992 and reserves for losses have been increased. 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.  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
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%,  (9.50%).  Current
borrowings of $1,915,011  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.

     Northern  California has been  experiencing  an economic slump over five of
the last six  years,  fueled by a  downturn  in the  aerospace,  communications,
banking and retail trade industries,  and in the federal government sector. This
slump has been, and continues to be, reflected in property values,  to a greater
or lesser degree depending on location. 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 March 31, 1996, there was one property 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.  Bases 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.
<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 three months ending March 31, 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          $  19,248
- --------------------------------------------------------------------------------

General Partners &/or  Asset Management Fee for managing assets($10,722 
Affiliates             waived by the General Partners)                 $      0 
- -------------------------------------------------------------------------------
General Partners       1% interest in profits,losses and distributions 
                       of cash available for distribution              $   1,514
- ---------------------------- ---------------------------------------------------


  II.
     FEES PAID BY BORROWERS ON MORTGAGE LOANS PLACED BY COMPANIES RELATED TO THE
GENERAL  PARTNERS  WITH  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         $     199
- ---------------------------- ---------------------------------------------------

<PAGE>


                   LOAN PORTFOLIO SUMMARY AS OF MARCH 31, 1996


                             Partnership Highlights


Loan to Value ratio


First Trust Deed Loans                                         $ 4,541,779.16
Appraised Value of Properties *                                  7,537,349.00
    Total Investment as a % of Appraisal                                60.26%

First Trust Deed Loans                                         $ 4,541,779.16
Second Trust Deed Loans                                          4,944,439.45
Third Trust Deed Loans                                             432,859.30
Fourth Trust Deed Loans **                                         242,839.25
                                                            ------------------
                                                               $10,161,917.16

First Trust Deeds due other Lenders                            $19,124,897.00
Second Trust Deeds due other Lenders                             1,186,142.00
Third Trust Deeds due other Lenders                                178,571.00
                                                             ------------------

Total Debt                                                      $30,651,527.16

    Appraised Property Value                                    $46,924,057.00
    Total Investment as a % of Appraisal                                 65.32%

Number of Loans Outstanding                                                 70

Average Investment                                            $     145,170.25
Average Investment as a % of Net Partners Capital                         1.29%
Largest Investment Outstanding                                $   1,279,200.00
Largest Investment as a % of Net Partners Capital                        11.39%


     * 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                                                 44.69%
Second Trust Deed Loans                                                48.66%
Third Trust Deed Loans                                                  4.26%
Fourth Trust Deed Loans                                                 2.39%
                                                                   ----------
Total                                                                 100.00%

Loans by Type of Property                        Amount               Percent

Owner Occupied Homes                      $ 2,032,934.17                20.01%
Non Owner Occupied Homes                      611,082.75                 6.01%
Apartments                                    691,037.26                 6.80%
Commercial                                  6,826,862.98                67.18%
                                       ------------------           ---------- 
Total                                     $10,161,917.16               100.00%


Statement of Conditions of Loans

                 Number of Loans in Foreclosure                              1


Diversification by County

County

Santa Clara                               $ 2,843,887.15                27.99%
San Mateo                                   1,915,125.85                18.85%
Alameda                                     1,888,557.50                18.58%
Stanislaus                                    765,516.84                 7.53%
Contra Costa                                  763,183.94                 7.51%
San Francisco                                 638,490.63                 6.28%
Sacramento                                    350,576.31                 3.45%
Sonoma                                        335,413.98                 3.30%
El Dorado                                     216,586.51                 2.13%
Marin                                         198,356.52                 1.95%
Shasta                                         82,862.42                 0.82%
Monterey                                       72,380.95                 0.71%
Santa Cruz                                     65,712.17                 0.65%
Solano                                         25,266.39                 0.25%
                                       ------------------          ------------

Total                                     $10,161,917.16               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 (6) 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 three month period ending March 31, 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 April,
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 April, 1996.


Signature                         Title                                Date



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



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




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



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



<TABLE> <S> <C>


<ARTICLE>                     5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS  
<FISCAL-YEAR-END>               DEC-31-1996  
<PERIOD-START>                  JAN-01-1996
<PERIOD-END>                    MAR-31-1996 
<CASH>                          7587
<SECURITIES>                    0
<RECEIVABLES>                   11057207
<ALLOWANCES>                    195000
<INVENTORY>                     0              
<CURRENT-ASSETS>                0           
<PP&E>                          0    
<DEPRECIATION>                  0    
<TOTAL-ASSETS>                  13154610 
<CURRENT-LIABILITIES>           0        
<BONDS>                         0         
           1919111   
                     0         
<COMMON>                        0         
<OTHER-SE>                      11235499  
<TOTAL-LIABILITY-AND-EQUITY>    3054610   
<SALES>                         0         
<TOTAL-REVENUES>                277878    
<CGS>                           0         
<TOTAL-COSTS>                   29018     
<OTHER-EXPENSES>                0         
<LOSS-PROVISION>                52003     
<INTEREST-EXPENSE>              45443    
<INCOME-PRETAX>                 151414 
<INCOME-TAX>                    0           
<INCOME-CONTINUING>             151414      
<DISCONTINUED>                  0           
<EXTRAORDINARY>                 0           
<CHANGES>                       0           
<NET-INCOME>                    151414      
<EPS-PRIMARY>                   .00         
<EPS-DILUTED>                   .00         
        


</TABLE>


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