PLM Equipment Growth Fund VI 10-QSB 3-31-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 10-QSB

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal quarter ended March 31, 2005.

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission file number 0-21806

_______________________

PLM EQUIPMENT GROWTH FUND VI

(Exact name of Registrant as specified in its charter)

Delaware 94-3135515

(State or other jurisdiction of (I.R.S. Employer

incorporation or organization) Identification No.)

200 Nyala Farms Road .

Westport, CT 06880

(Address of principal executive offices) (Zip code)

Registrant's telephone number, including area code: (203) 341-0555

_______________________

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

Transitional Small Business Disclosure Format: Yes No X

Aggregate market value of voting stock: N/A

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

CONDENSED BALANCE SHEETS

(in thousands of dollars, except unit amounts)

	March 31,			December 31,
	2005			2004
Assets	(unaudited)

Equipment held for operating leases, at cost	$	37,729		$	38,113
Less accumulated depreciation		(29,896	)		(29,809	)
Net equipment		7,833			8,304

Cash and cash equivalents		10,002			4,656
Restricted cash		5,100			6,138
Accounts receivable, less allowance for doubtful accounts of
$35 in 2005 and $454 in 2004		919			1,054
Equity investments in affiliated entities		16,253			17,376
Other assets, net of accumulated amortization of
$371 in 2005 and $348 in 2004		677			668

Total assets	$	40,784		$	38,196

Liabilities and partners’ capital

Liabilities
Accounts payable and accrued expenses	$	152		$	354
Due to affiliates		1,102			1,307
Notes payable		9,000			10,000
Total liabilities		10,254			11,661

Commitments and contingencies

Partners' capital
Limited partners (7,730,965 limited partnership units outstanding)		30,530			26,535
General Partner		-			-
Total partners' capital		30,530			26,535

Total liabilities and partners' capital	$	40,784		$	38,196

See accompanying notes to unaudited condensed financial statements.

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

CONDENSED STATEMENTS OF INCOME

(in thousands of dollars, except weighted-average limited partnership unit amounts)

(unaudited)

	For the Three Months
	Ended March 31,
	2005			2004
Revenues

Lease revenue	$	1,154		$	2,141
Lease revenue from litigation settlement		2,967			-
Interest and other income		51			20
Gain on disposition of equipment		117			75
Total revenues		4,289			2,236

Expenses

Depreciation and amortization		359			997
Operations support		24			408
Management fees to affiliate		165			97
Interest expense		144			173
General and administrative expenses to affiliates		63			180
Other general and administrative expenses		296			322
Recovery of bad debts		(432	)		(9	)
Total expenses		619			2,168

Equity in net income of equity investments		325			46

Net income	$	3,995		$	114

Partners’ share of net income

Limited partners	$	3,995		$	114
General Partner		-			-

Total	$	3,995		$	114

Limited partners' net income per weighted-average
limited partnership unit	$	0.52		$	0.01

See accompanying notes to unaudited condensed financial statements.

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

CONDENSED STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL

For the Period from December 31, 2004 to March 31, 2005

(in thousands of dollars)

(unaudited)

	Limited		General
	Partners		Partner		Total

Partners’ capital as of December 31, 2004	$	26,535	$	-	$	26,535

Net income		3,995		-		3,995

Partners’ capital as of March 31, 2005	$	30,530	$	-	$	30,530

See accompanying notes to unaudited condensed financial statements.

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

CONDENSED STATEMENTS OF CASH FLOWS

(in thousands of dollars)

(unaudited)

	For the Three Months
	Ended March 31,
	2005			2004

Operating activities

Net income	$	3,995		$	114
Adjustments to reconcile net income
to net cash provided by (used in) operating activities:
Depreciation and amortization		359			997
Amortization of debt placement costs		18			27
Recovery of bad debts		(432	)		(9	)
Gain on disposition of equipment		(117	)		(75	)
Equity in net income from equity investments		(325	)		(46	)
Distributions from equity investments		1,448			409
Changes in operating assets and liabilities:
Accounts receivable		567			(214	)
Other assets		(77	)		(76	)
Accounts payable and accrued expenses		(202	)		148
Due to affiliates		(205	)		(423	)
Net cash provided by operating activities		5,029			852

Investing activities

Payments for purchase of equipment and capitalized repairs		--			(5,969	)
Decrease in restricted cash		1,038			410
Payments of acquisition fees to affiliate		--			(269	)
Payments of lease negotiation fees to affiliate		--			(60	)
Payments on finance lease receivable		45			--
Proceeds from disposition of equipment		234			219
Net cash provided by (used in) investing activities		1,317			(5,669	)

Financing activities

Payments of notes payable		(1,000	)		(1,000	)
Net cash used in financing activities		(1,000	)		(1,000	)

Net increase (decrease) in cash and cash equivalents		5,346			(5,817	)
Cash and cash equivalents at beginning of period		4,656			13,294
Cash and cash equivalents at end of period	$	10,002		$	7,477

Supplemental information

Interest paid	$	126		$	152

See accompanying notes to unaudited condensed financial statements.

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation

The unaudited financial statements presented herein are prepared in conformity with generally accepted accounting principles in the United States of America and the instructions for preparing Form 10-QSB under Rule 310 of Regulation S-B of the Securities and Exchange Commission. Rule 310 provides that disclosures that would substantially duplicate those contained in the most recent annual report may be omitted from interim financial statements. The accompanying unaudited condensed financial statements have been prepared on that basis and, therefore, should be read in conjunction with the financial statements and notes presented in the 2004 Annual Report (Form 10-KSB) of PLM Equipment Growth Fund VI (the Partnership) on file with the United States Securities and Exchange Commission. Except as disclosed herein, there have been no material changes to the information presented in the notes to the 2004 Annual Report in Form 10-KSB.

In the opinion of the management of PLM Financial Services, Inc. (FSI or the General Partner) all adjustments necessary, consisting primarily of normal recurring accruals, to present fairly the Partnership’s unaudited condensed balance sheets at March 31, 2005 and December 31, 2004, condensed statements of income for the three months ended March 31, 2005 and 2004, condensed statements of changes in partners’ capital for the period from December 31, 2004 to March 31, 2005, and the condensed statements of cash flows for the three months ended March 31, 2005 and 2004 have been made and are reflected.

2. Schedule of Partnership Phases

The Partnership may not reinvest cash flow generated from operations after January 1, 2005 into additional equipment. The Partnership will terminate on December 31, 2011, unless terminated earlier upon the sale of all of the equipment or by certain other events. Although the Partnership is scheduled to terminate on December 31, 2011, the General Partner is managing the Partnership with the objective of having all owned and partially owned equipment disposed of by December 31, 2006.

3. Reclassifications

Certain amounts previously reported have been reclassified to conform to the 2005 presentation. These reclassifications did not have any effect on total assets, total liabilities, partners’ capital, or net income.

4. Transactions with General Partner and Affiliates

The balance due to affiliates as of March 31, 2005 included $0.2 million due to FSI or its affiliates for management fees and $0.9 million due to affiliates in which the Partnership has an equity investment. The balance due to affiliates as of December 31, 2004 includes $0.1 million due to FSI and its affiliates for management fees and $1.2 million due to affiliates in which the Partnership has an equity investment.

During the three months ended March 31, 2005 and 2004, the Partnership incurred acquisition, lease negotiation, management fees and data processing and administrative expenses to FSI or its affiliates. The components of these fees and expenses incurred to FSI or its affiliates were as follows (in thousands of dollars):

	Owned Equipment				Equity Investments
	2005		2004		2005		2004
Acquisition fees	$	--	$	269	$	--	$	--
Lease negotiation fees		--		60		--		--
Management fees		165		97		129		38
Data processing and administrative
expenses		63		180		64		10

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS

(unaudited)

4. Transactions with General Partner and Affiliates (continued)

During the three months ended March 31, 2004, the Partnership purchased $5.7 million in railcars from FSI or its affiliates and paid $0.3 million for acquisition fees and $0.1 million for lease negotiation fees. The Partnership's cost for these railcars was the lower of FSI's or its affiliates cost or the fair market value at the time of purchase. No equipment was purchased from FSI or its affiliates during the three months ended March 31, 2005.

5. Restricted Cash

In December 2004, the General Partner entered into two escrow agreements on behalf of the Partnership. The General Partner placed $6.1 million with the escrow agent, an unaffiliated third party, during 2004. In the first quarter of 2005, the General Partner determined that one of the deals for which the escrowed funds were to be used would not close. The $1.1 million in escrowed funds for this deal were returned to the Partnership in the first quarter of 2005. The remaining escrowed funds will be used to pay for equipment in 2005.

6. Equipment

The components of owned equipment were as follows (in thousands of dollars):

		March 31,			December 31,
		2005			2004
Marine containers	$	22,045		$	22,332
Aircraft and rotables		15,130			15,207
Rail equipment		554			574
		37,729			38,113
Less accumulated depreciation		(29,896	)		(29,809	)
Net equipment	$	7,833		$	8,304

Equipment held for operating leases is stated at cost less depreciation and any impairments to the carrying value.

As of March 31, 2005 and December 31, 2004, all owned equipment in the Partnership’s portfolio was on lease except for aircraft rotables and nine railcars with an aggregate net book value of $0.3 million.

During the three months ended March 31, 2004, the Partnership purchased railcars for $6.2 million including acquisition fees of $0.3 million. No equipment was purchased during the three months ended March 31, 2005.

During the three months ended March 31, 2005, the Partnership disposed of aircraft rotables, marine containers, and a railcar, with an aggregate net book value of $0.1 million for proceeds of $0.2 million which resulted in a gain of $0.1 million. During the three months ended March 31, 2004, the Partnership disposed of aircraft rotables, marine containers, railcars and a trailer, with an aggregate net book value of $0.1 million for proceeds of $0.2 million which resulted in a gain of $0.1 million.

7. Equity Investments in Affiliated Entities

The Partnership owns equipment jointly with affiliated programs and non-affiliated entities.

Ownership interest is based on the Partnership’s contribution towards the cost of the assets in the equity investments. The Partnership’s proportional share of equity and income (loss) in each entity is not necessarily the same as its ownership interest. The primary reason for this is that certain fees such as management fees, acquisition fees, lease and re-lease fees vary among the owners of the equity

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS

(unaudited)

7. Equity Investments in Affiliated Entities (continued)

investments. The Partnership’s investment in equity investments includes acquisition fees, lease negotiation fees, and debt placement fees paid by the Partnership to the General Partner or its affiliates. The Partnership’s equity interest in the net income (loss) of equity investments is reflected net of management fees incurred and the amortization of acquisition fees, lease negotiation fees and debt placement fees.

The tables below set forth 100% of the lease revenues and interest and other income, gain on disposition of equipment, depreciation and amortization expense, interest expense, operations support and indirect expenses, and net income (loss) of the entities in which the Partnership has an interest, and the Partnership‘s proportional share of income (loss) in each entity for the three months ended March 31, 2005 and 2004 (in thousands of dollars):

		Aero	Boeing	PLM
For the three months ended	Lion	California	737-300	Worldwide
March 31, 2005	Partnership1	Trust2	Trust3	Leasing4

Lease revenues and interest and other income	$	3,163	$	7	$	390	$	312
Gain on disposition of equipment		--		--		--		5
Less: Depreciation and amortization expense		279		--		320		--
Operations support		1,291		4		6		--
Indirect expenses		176		3		23		308
Net income	$	1,417	$	--	$	41	$	9

Partnership’s share of net income	$	754	$	--	$	27	$	2


For the three months ended	PLM Rail	PLM CAL I	PLM CAL II
March 31, 2005 (continued)	Partners LLC5	LLC6	LLC7	CFHS 8	Total

Lease revenues and interest and other income	$	1,897		$	967		$	958		$	571
Gain on disposition of equipment		244			--			--			--
Less: Depreciation and amortization expense		931			1,235			1,234			1,380
Interest expense		(8	)		490			489			--
Operations support		463			--			--			--
Indirect expenses		202			27			27			24
Net income (loss)	$	553		$	(785	)	$	(792	)	$	(833	)

Partnership’s share of net income (loss)	$	240		$	(264	)	$	(266	)	$	(168	)	$	325

		Aero	Boeing
For the three months ended	Lion	California	737-300
March 31, 2004	Partnership1	Trust2	Trust3	Total

Lease revenues and interest and other income	$	1,372	$	49	$	390
Less: Depreciation and amortization expense		279		--		367
Operations support		911		9		7
Indirect expenses		80		26		41
Net income (loss)	$	102	$	14	$	(25	)

Partnership’s share of net income (loss)	$	53	$	6	$	(13	)	$	46

1	The Partnership owns a 53% interest in the Lion Partnership that was formed in 1997 that owns a product tanker.

2 The Partnership owns a 40% interest in the Aero California Trust that was formed in 1996 that owned two stage III commercial aircraft on a direct finance lease.

3	The Partnership owns a 62% interest in the Boeing 737-300 Trust that was formed in 1999 that owns a stage III commercial aircraft.

4	The Partnership owns a 25% interest in PLM Worldwide Leasing Corp. that was formed in 1995.

5	The Partnership owns a 43% interest in PLM Rail Partners, LLC that was formed in the third quarter of 2004 that owns various types of railcars.

6	The Partnership owns a 34% interest in PLM CAL I LLC that was formed in the third quarter of 2004 that owns two Boeing 737-500 stage III commercial aircraft.

7	The Partnership owns a 34% interest in PLM CAL II LLC that was formed in the third quarter of 2004 that owns two Boeing 737-500 stage III commercial aircraft.

8	The Partnership owns a 20% interest in CFHS that was formed in the fourth quarter of 2004 that owns various types of machinery and other equipment.

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS

(unaudited)

7. Equity Investments in Affiliated Entities (continued)

As of March 31, 2005, all jointly-owned assets in the Partnership’s equity investment portfolio was on lease except for 121 railcars with a net book value of $0.8 million. As of December 31, 2004, all jointly owned assets in the Partnership’s equity investment portfolio was on lease except for 101 railcars with a net book value of $0.6 million.

In the first quarter of 2005, the lessee of the two stage III commercial aircraft on a direct finance lease in which the Partnership had an interest, exercised its purchase option for these aircraft in accordance with the lease agreement. The aircraft were sold for their net book value.

8. Operating Segments

The Partnership operates in six primary operating segments: marine vessel leasing, aircraft leasing, railcar leasing, trailer leasing, machinery and other equipment leasing, and marine container leasing. Each equipment leasing segment primarily engages in short-term to mid-term operating leases to a variety of customers. There were no intersegment revenues for the three months ended March 31, 2005 and 2004. The following tables present a summary of the operating segments (in thousands of dollars):

	Marine											Machinery			Marine
For the three months ended	Vessel		Aircraft			Railcar			Trailer			And Other			Container
March 31, 2005	Leasing		Leasing			Leasing			Leasing			Equipment			Leasing		Other¹			Total

Revenues
Lease revenue	$	--	$	3,275		$	23		$	--		$	--		$	823	$	--		$	4,121
Interest income and other income		--		--			17			6			--			--		28			51
Gain on disposition of equipment		--		--			12			--			--			105		--			117
Total revenues		--		3,275			52			6			--			928		28			4,289

Expenses
Depreciation and amortization		--		--			10			--			--			349		--			359
Operations support		--		--			16			--			--			8		--			24
Management fees to affiliate		--		123			3			8			--			31		--			165
Interest expense		--		--			--			--			--			--		144			144
General and administrative expenses		--		170			18			--			--			--		171			359
Recovery of bad debts		--		(375	)		(57	)		--			--			--		--			(432	)
Total expenses		--		(82	)		(10	)		8			--			388		315			619
Equity in net income (loss) of equity
investments		754		(501	)		240			--			(168	)		--		--			325
Net income (loss)	$	754	$	2,856		$	302		$	(2	)	$	(168	)	$	540	$	(287	)	$	3,995
Total assets as of March 31, 2005	$	2,945	$	8,145		$	7,047		$	389		$	3,772		$	8,230	$	10,256		$	40,784

	Marine											Marine
For the three months ended	Vessel		Aircraft			Railcar			Trailer			Container
March 31, 2004	Leasing		Leasing			Leasing			Leasing			Leasing		Other²			Total

Revenues
Lease revenue	$	--	$	324		$	902		$	218		$	697	$	--		$	2,141
Interest income and other income		--		--			--			--			--		20			20
Gain on disposition of equipment		--		--			34			4			37		--			75
Total revenues		--		324			936			222			734		20			2,236

Expenses
Depreciation and amortization		--		--			489			73			433		2			997
Operations support		--		--			266			129			13		--			408
Management fees to affiliate		--		10			52			8			27		--			97
Interest expense		--		--			--			--			--		173			173
General and administrative expenses		2		32			148			28			--		292			502
Recovery of bad debts		--		--			(8	)		(1	)		--		--			(9	)
Total expenses		2		42			947			237			473		467			2,168
Equity in net income (loss) of equity
investments		53		(7	)		--			--			--		--			46
Net income (loss)	$	51	$	275		$	(11	)	$	(15	)	$	261	$	(447	)	$	114
Equipment purchases and
capitalized repairs	$	--	$	--		$	5,969		$	--		$	--	$	--		$	5,969
Acquisition fees to affiliate	$	--	$	--		$	269		$	--		$	--	$	--		$	269

1	Includes certain assets not identifiable to a specific segment such as cash and certain other assets. Also includes interest income and costs not identifiable to a particular segment, such as interest expense, and certain general and administrative and operations support expenses.

2	Includes interest income and costs not identifiable to a particular segment, such as interest expense, and certain amortization, general and administrative and operations support expenses.

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS

(unaudited)

9. Net Income Per Weighted-Average Limited Partnership Unit

Net income per weighted-average limited partnership unit was computed by dividing net income attributable to limited partners by the weighted-average number of limited partnership units deemed outstanding during the period. The weighted-average number of limited partnership units deemed outstanding during the three months ended March 31, 2005 and 2004 was 7,730,965.

10. Accounts Receivable

Accounts receivable represent balances due from current or former lessees for unpaid balances incurred from leasing Partnership owned equipment. The components of accounts receivable were as follows (in thousands of dollars):

	March 31,			December 31,
	2005			2004
Trade accounts receivable	$	954		$	1,508
Allowance for doubtful accounts		(35	)		(454	)
	$	919		$	1,054

During the three months ended March 31, 2005, allowance for doubtful accounts decreased $0.4 million due to the collection of receivables that had been previously reserved as a bad debt.

11. Other Assets

The components of the other assets, net, were as follows (in thousands of dollars):

	March 31,		December 31,
	2005		2004
Finance lease receivable	$	337	$	382
Prepaid expenses		141		64
Debt placement fees, net		108		125
Lease negotiation fees to affiliate, net		86		92
Other assets		5		5
	$	677	$	668

12. Debt

The Partnership is a participant in a $10.0 million warehouse facility. The warehouse facility is scheduled to expire on May 1, 2006 with all advances due no later than May 1, 2006. As of March 31, 2005 and December 31, 2004, the Partnership had no borrowings outstanding under this facility.

The Partnership made the regularly scheduled principal payment totaling $1.0 million to the lender of the notes payable during the three months ended March 31, 2005.

13. Concentrations of Credit Risk

For the three months ended March 31, 2005 and 2004, the Partnership’s customers that accounted for 10% or more of the total revenues for the owned equipment and jointly owned equipment were Sahara Airlines (37% in 2005), Cronos Group (15% in 2004) and American Airlines (10% in 2004). In 2005, the Partnership settled all litigation with Sahara Airlines, a former lessee, who had defaulted on its lease.

As of March 31, 2005 and December 31, 2004, the Partnership’s customers that accounted for 10% or more of the total accounts receivable for the owned equipment and jointly owned equipment were Cronos Group (23% in 2005 and 24% in 2004), Continental Airlines (21% in 2005), Stena Bulk LLC (26% in 2005 and 30% in 2004) and Capital Leasing (11% in 2005 and 16% in 2004).

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS

(unaudited)

13. Concentrations of Credit Risk (continued)

As of March 31, 2005 and December 31, 2004, the General Partner believed the Partnership had no other significant concentrations of credit risk that could have a material adverse effect on the Partnership.

14. Commitments and Contingencies

In 2004 the General Partner signed a legally binding commitment on behalf of the Partnership to purchase in 2005, 69 newly constructed tank railcars for $5.1 million. The funds to purchase this commitment were placed in escrow accounts with an unaffiliated third party as escrow agent as of December 31, 2004 and are included in restricted cash on the accompanying balance sheets. These railcars are expected to be purchased during the second and third quarters of 2005.

Litigation

On December 31, 2003 and during 2004, in the Court of Common Pleas for Williamsburg County, South Carolina, actions have been filed by Harold H. Collins, Dianne Collins his wife, and Rickey Thomas, Sr. against South Carolina Central Railroad Company, Inc., CSX Transportation, Inc., TradeMark Nitrogen, Inc. and PLM Investment Management, Inc. The actions involve a chemical spill from a railcar owned by the Partnership. All three law suits claim permanent injuries and allege negligence on the part of all four defendants in their duty to exercise reasonable care in the inspection, maintenance and repair of the railcar. The complaints do not allege a specific amount of damages. The General Partner expects that these actions will be amended at some point and that the Partnership will also be named as a defendant.

During April 2005, the trial judge granted the motions of defendants CSX Transportation, Inc. and South Carolina Central Railroad for a change of venue and moved the three cases to Darlington County, South Carolina. At a status conference, the Darlington County trial judge assigned to the cases stated that he wants the trial in the Harold Collins case to begin on or before August 1, 2005.

Demand for indemnification has been made upon the lessee pursuant to the terms of the lease of the railcar.

The attorney for these plaintiffs states that he also represents additional potential plaintiffs. Twenty-two additional actions were recently filed, however such additional actions have not yet been served. A review of the new complaints reveals that they are substantially similar to the original complaints. Published reports indicate that several nearby residents were evacuated. The potential exists for additional claims.

The General Partner believes that the actions will not have a material effect on the financial condition of the Partnership, are completely without merit and will vigorously defend against the actions.

The Partnership is involved as plaintiff or defendant in various legal actions incidental to its business. General Partner does not believe that any of these actions will be material to the financial condition or results of operations of the Partnership.

15. Recent Accounting Pronouncements

In March 2004, Financial Accounting Standards Board's (FASB's) Emerging Issues Task Force (EITF) released Issue No. 03-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments" (EITF 03-1).” EITF 03-1 provides guidance for determining whether impairment for certain debt and equity investments is other-than-temporary and the measurement of an impaired loss. Certain disclosure requirements of EITF 03-1 were adopted in 2003 and the Partnership has complied with the new disclosure requirements in its consolidated financial statements. The recognition and measurement requirements of EITF 03-1 were initially effective for reporting periods beginning after June 15, 2004. In September 2004, the FASB Staff issued FASB Staff Position (FSP) EITF 03-1-1 that delayed the effective date for certain measurement and recognition guidance contained in EITF 03-1. The FSP

PLM EQUIPMENT GROWTH FUND VI

(A Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS

(unaudited)

15. Recent Accounting Pronouncements (continued)

requires that entities continue to apply previously existing “other-than-temporary” guidance until a final consensus is reached. The General Partner does not anticipate that issuance of a final consensus will materially impact the Partnership’s financial condition or results of operations.

In December 2004, FASB issued Statement 153, "Exchanges of Non-monetary Assets" (Statement 153), an amendment of Accounting Principles Board Opinion No. 29. Statement 153 is effective for non-monetary asset exchanges occurring in fiscal periods beginning after June 15, 2005. Statement 153 eliminates the exception to fair value for exchanges of similar productive assets and replaces it with a general exception for exchange transactions that do not have commercial substance - that is, transactions that are not expected to result in significant changes in the cash flows of the reporting entity. The General Partner does not believe that the adoption of Statement 153 will have a significant effect on its financial statements.

16. Subsequent Event

During April 2005, the General Partner declared a cash distribution of $0.50 per limited partnership unit to be paid on May 20, 2005 to the record holders as of that date. The total cash distribution to the limited partners and the General Partner is $3.9 million and $0.2 million, respectively.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

(I) RESULTS OF OPERATIONS

Comparison of PLM Equipment Growth Fund VI’s (the Partnership’s) Operating Results for the Three Months Ended March 31, 2005 and 2004

(A) Owned Equipment Operations

Lease revenues and lease revenue from litigation settlement less operations support on owned equipment increased during the three months ended March 31, 2005, compared to the same period of 2004. Gains from the disposition of equipment, interest and other income, and certain expenses such as management fees to affiliate, depreciation and amortization, interest expense, and general and administrative expenses relating to the operating segments (see Note 8 to the unaudited condensed financial statements), are not included in the owned equipment operation discussion because these expenses are indirect in nature and not a result of operations, but the result of owning a portfolio of equipment. The following table presents lease revenues less operations support by segment (in thousands of dollars):

	For the Three Months Ended March 31,
	2005		2004
Aircraft and rotables	$	3,275	$	324
Marine containers		815		684
Railcars		7		636
Trailers		--		89

Aircraft and rotables: Aircraft and rotables lease revenues of $0.3 million and lease revenues from litigation settlement of $3.0 million for the three months ended March 31, 2005, compared to lease revenues of $0.3 million during the same period of 2004. During the three months ended March 31, 2005, the Partnership received $3.0 million in settlement of all litigation matters with a former India lessee who had defaulted on its lease for several aircraft. The Partnership's wholly owned aircraft is on lease through July 2008 and as such, lease revenues are expected to remain level.

Marine containers: Marine container lease revenues and operations support were $0.8 million and $8,000, respectively, for the three months ended March 31, 2005, compared to $0.7 million and $13,000, respectively, during the same period of 2004. The increase in lease revenues of $0.1 million during the three months ended March 31, 2005 was due to higher lease rates earned on the Partnership's marine containers and higher utilization.

Railcars: Railcar lease revenues and operations support were $23,000 and $16,000, respectively, for the three months ended March 31, 2005, compared to $0.9 million and $0.3 million, respectively, during the same period of 2004. Railcar lease revenues decreased $0.9 million and operations support decreased $0.3 million due to the transfer of most of the Partnership's owned railcar portfolio into an equity investment during the third quarter of 2004.

Trailers: Trailer operating lease revenues and operations support decreased in the first quarter of 2005 due to all of the Partnership trailers being placed on a direct finance lease in 2004.

(B) Indirect expenses Related to Owned Equipment Operations

Total indirect expenses of $0.6 million for the three months ended March 31, 2005 decreased from $1.8 million for the same period in 2004. Significant variances are explained as follows:

(i) A $0.6 million decrease in depreciation and amortization expenses from 2004 levels reflecting the decrease of $0.5 million caused by the transfer of most of the Partnership's owned railcar portfolio into an equity investment in the third quarter of 2004, a decrease of $0.1 million caused by the double-declining balance method of depreciation which results in greater depreciation in the first years an asset is owned and a decrease of $0.1 million caused by the Partnership's trailer portfolio being placed in a direct finance lease in 2004;

(ii) A $0.1 million decrease in general and administrative expenses during the three months ended March 31, 2005 was primarily due to fewer professional costs associated with the search for potential equipment acquisitions;

(iii) A $29,000 decrease in interest expense resulted from lower average borrowings outstanding in the three months ended March 31, 2005 compared to the same period of 2004;

(iv) Recovery of bad debts increased $0.4 million compared to 2004 due to the collection of receivables primarily from an aircraft lessee that had been previously reserved as a bad debt; and

(v) An increase of $0.1 million in management fees to affiliates was primarily the result of higher lease revenues on owned equipment during 2005.

The net gain on the disposition of owned equipment for the first quarter of 2005 totaled $0.1 million, and resulted from the disposition of aircraft rotables, marine containers and a railcar, with an aggregate net book value of $0.1 million for proceeds of $0.2 million. The gain on the disposition of owned equipment for the first quarter of 2004 totaled $0.1 million, and resulted from the disposition of aircraft rotables, marine containers, railcars and a trailer, with an aggregate net book value of $0.1 million for proceeds of $0.2 million.

(D) Equity in Net Income of Equity Investments

Equity in net income (loss) of equity investments represents the Partnership's share of the net income or loss generated from the operation of jointly owned assets accounted for under the equity method of accounting. The following table presents equity in net income (loss) by equipment type (in thousands of dollars):

	For the Three Months Ended March 31,
	2005			2004
Marine vessel	$	754		$	53
Railcars		240			--
Machinery and other equipment		(168	)		--
Aircraft		(501	)		(7	)
Equity in net income of equity investments	$	325		$	46

The following equity investment discussion by equipment type is based on the Partnership's proportional share of revenues, gain on the disposition of equipment, depreciation expenses, operations support, interest expenses, and administrative expenses in the equity investments:

Marine vessel: As of March 31, 2005 and 2004, the Partnership owned an interest in an entity that owned a marine vessel. During the three months ended March 31, 2005, lease revenues of $1.7 million were partially offset by depreciation expense, operations support, and administrative expenses of $0.9 million. During the same period of 2004, lease revenues of $0.7 million were offset by depreciation expense, operations support, and administrative expenses of $0.7 million.

Marine vessel lease revenues increased $1.0 million during the three months ended March 31, 2005 compared to the same period 2004. The increase of $0.9 million was primarily due to higher lease rate being earned compared to the same period of 2004. In addition, the marine vessel earned an additional $0.1 million due to being on hire the full first quarter of 2005 compared to the first quarter 2004 when the marine vessel was off-hire approximately 10 days due to being off-lease while undergoing dry docking. A similar event did not occur in the first three months of 2005.

Marine vessel operations support and administrative expenses increased $0.2 million due to higher operating expenses resulting from the marine vessel being on-lease during all of the first quarter of 2005 compared to 2004 when the marine vessel was undergoing scheduled dry docking for 10 days.

Railcars: As of March 31, 2005, the Partnership owned an interest in an entity that owned railcars. These railcars were transferred into this entity on July 1, 2004 from the Partnership's owned equipment portfolio. During 2005, lease revenues of $0.8 million and the gain on the disposition of equipment of $0.1 million were offset by depreciation expense, operations support, interest expense and administrative expenses of $0.7 million. The Partnership had no equity investments that owned railcars in the same period of 2004.

Machinery and other equipment: As of March 31, 2005, the Partnership owned an interest in an entity that owned machinery and other equipment that was formed in the fourth quarter of 2004. During the three months ended March 31, 2005, lease revenues of $0.1 million were offset by depreciation expense, operations support, and administrative expenses of $0.2 million. The Partnership had no equity investments that owned machinery and other equipment in the same period of 2004.

Aircraft: As of March 31, 2005, the Partnership owned an interest in an entity owning a Boeing 737-300 commercial aircraft, an interest in two entities each owning two Boeing 737-500 commercial aircraft that was formed in the third quarter of 2004, and an interest in an entity owning other aircraft related assets. As of March 31, 2004, the Partnership owned an interest in two commercial aircraft on a direct finance lease, an interest in a Boeing 737-300 commercial aircraft, and an interest in an entity owning other aircraft related assets. In the first quarter of 2005, the lessee of the two commercial aircraft on a direct finance lease in which the Partnership had an interest, exercised its purchase option for these aircraft. The aircraft were sold for their net book value.

During the three months ended March 31, 2005, revenues of $0.9 million were offset by depreciation expense, operations support, interest expenses and administrative expenses of $1.4 million. During the same period of 2004, revenues of $0.3 million were offset by depreciation expense, operations support and administrative expenses of $0.3 million.

Aircraft revenues increased $0.6 million due to the Partnership's investment into two entities during the third quarter of 2004 that each own two Boeing 737-500 commercial aircraft.

Depreciation expense, operations support, interest expense and administrative expenses increased $1.1 million during the three months ended March 31, 2005 resulting from an increase in depreciation expense of $0.8 million was caused by the Partnership's investment into two entities each owning two Boeing 737-500 commercial aircraft during the third quarter of 2004 and an increase in operations support of $0.3 million was caused by interest expense from the non-recourse debt financing the two Boeing 737-500 commercial aircraft in each of the entities the Partnership invested in during the third quarter of 2004. Equity investments during the same period of 2004 did not have any debt or interest expense.

(E) Net Income

As a result of the foregoing, the Partnership's net income for the three months ended March 31, 2005 was $4.0 million, compared to a net income of $0.1 million during the same period of 2004. The Partnership's ability to acquire, operate, and liquidate assets, secure leases and re-lease those assets whose leases expire is subject to many factors. Therefore, the Partnership's performance in the three months ended March 31, 2005 is not necessarily indicative of future periods.

(II) CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires PLM Financial Services, Inc. (FSI or the General Partner) to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On a regular basis, the General Partner reviews these estimates including those related to asset lives and depreciation methods, impairment of long-lived assets, allowance for doubtful accounts, reserves related to legally mandated equipment repairs and contingencies and litigation. These estimates are based on the General Partner's historical experience and on various other assumptions believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. The General Partner believes, however, that the estimates, including those for the above-listed items, are reasonable and that actual results will not vary significantly from the estimated amounts.

The General Partner believes the following critical accounting policies affect the more significant judgments and estimates used in the preparation of the Partnership's financial statements:

Revenue recognition: Revenues are generally earned by placing equipment under operating leases. Rental payments are recorded as revenue on a straight-line basis over the lease term as earned. A portion of the Partnership's marine containers are leased to operators of utilization-type leasing pools, which include equipment owned by unaffiliated parties. In such instances, revenues received by the Partnership consist of a specified percentage of revenues generated by leasing the pooled equipment to sublessees, after deducting certain direct operating expenses of the pooled equipment. The remaining Partnership leases for marine containers are based on a fixed rate. Rents for all other equipment are based on fixed rates.

Asset lives and depreciation methods: The Partnership’s primary business involves the purchase and subsequent lease of long-lived transportation and related equipment. The General Partner has chosen asset lives that it believes correspond to the economic life of the related asset. Depreciation is computed using the double-declining balance method, taking a full month's depreciation in the month of acquisition based upon estimated useful lives of 15 years for railcars, 12 years for all other transportation equipment and 7 years for machinery and other equipment. The depreciation method changes to straight line when annual depreciation expense using the straight-line method exceeds that calculated by the double-declining balance method. The General Partner has chosen a depreciation method that it believes matches the benefit to the Partnership from the asset with the associated costs. These judgments have been made based on the General Partner’s expertise in each equipment segment that the Partnership operates. If the asset life and depreciation method chosen does not reduce the book value of the asset to at least the potential future cash flows from the asset to the Partnership, the Partnership would be required to record an impairment loss. Likewise, if the net book value of the asset was less than the fair value, the Partnership may record a gain on sale upon final disposition of the asset.

Impairment of long-lived assets: Whenever circumstances indicate that an impairment may exist, the General Partner reviews the carrying value of its equipment and equity investments in affiliated entities to determine if the carrying value of the assets may not be recoverable, in consideration of the current economic conditions. This requires the General Partner to make estimates related to future cash flows from each asset as well as the determination if the deterioration is temporary or permanent. If these estimates or the related assumptions change in the future, the Partnership may be required to record additional impairment charges.

Allowance for doubtful accounts: The Partnership maintains allowances for doubtful accounts for estimated losses resulting from the inability of the lessees to make the lease payments. These estimates are primarily based on the amount of time that has lapsed since the related payments were due as well as specific knowledge related to the ability of the lessees to make the required payments. If the financial condition of the Partnership’s lessees were to deteriorate, additional allowances could be required that would reduce income. Conversely, if the financial condition of the lessees were to improve or if legal remedies to collect past due amounts were successful, the allowance for doubtful accounts may need to be reduced and income would be increased.

Reserves for repairs: The Partnership accrues for legally required repairs to equipment such as dry docking for marine vessels and engine overhauls to aircraft engines over the period prior to the required repairs. The amount that is reserved for is based on the General Partner’s expertise in each equipment segment, the past history of such costs for that specific piece of equipment and discussions with independent, third party equipment brokers. If the amount reserved for is not adequate to cover the cost of such repairs or if the repairs must be performed earlier than the General Partner estimated, the Partnership would incur additional repair and maintenance or equipment operating expenses.

Contingencies and litigation: The Partnership is subject to legal proceedings involving ordinary and routine claims related to its business. The ultimate legal and financial liability with respect to such matters cannot be estimated with certainty and requires the use of estimates in recording liabilities for potential litigation settlements. Estimates for losses from litigation are disclosed if considered possible and accrued if considered probable after consultation with outside counsel. If estimates of potential losses increase or the related facts and circumstances change in the future, the Partnership may be required to record additional litigation expense.

(III) FINANCIAL CONDITION -- CAPITAL RESOURCES AND LIQUIDITY

For the three months ended March 31, 2005, the Partnership generated cash from operations of $5.0 million to meet its operating obligations, pay debt and interest, and maintain working capital reserves.

During the first quarter of 2005, the Partnership disposed of owned equipment and received aggregate proceeds of $0.2 million.

Restricted cash decreased $1.0 million resulting from the General Partner's determination that the transaction for which the Partnership had funded an escrow account to purchase manufacturing equipment would not close. Accordingly, the funds for this purchase were returned to the Partnership from the escrow agent.

Accounts receivable decreased $0.1 million during the three months ended March 31, 2004 due to the timing of cash receipts.

Equity investments in affiliated entities decreased $1.1 million during the three months ended March 31, 2005 due to cash distributions of $1.4 million from the equity investments to the Partnership partially offset by an increase from income of $0.3 million that was recorded by the Partnership for its interests in the equity investments.

Accounts payable decreased $0.2 million during the three months ended March 31, 2005 due to the timing of cash payments.

Due to affiliates decreased $0.2 million during the three months ended March 31, 2005. A decrease of $0.3 million was due to the payment of engine reserves due to an equity investment. The equity investment used these funds to repair the engines on an aircraft. This decrease was partially offset by an increase of $0.1 million due to the timing of cash payments of management fees to an affiliate.

The Partnership made its scheduled principal payment totaling $1.0 million on the notes payable during the three months ended March 31, 2005. The Partnership is scheduled to make quarterly debt payments of $1.0 million plus interest to the lenders of the notes payable during 2005. The cash for these payments will come from operations and equipment dispositions.

In the first quarter of 2005, the Partnership settled all litigation with a former lessee who had defaulted on its lease for several aircraft. The Partnership received $3.3 million in cash and incurred legal costs of approximately $0.2 million related to this settlement. Of the $3.3 million, $0.4 million represented lease revenues previously reserved as a bad debt from this lessee and $3.0 million was recorded as lease revenues from litigation settlement.

The Partnership is a participant in a $10.0 million warehouse credit facility. The warehouse credit facility is shared by the Partnership, PLM Equipment Growth & Income Fund VII, MILPI Holdings LLC (MILPI) and it's subsidiaries, and Railcar Investors II all of which are related parties and controlled by Gary Engle, Chairman of the Board of the General Partner. The facility provides for financing up to 100% of the cost of the equipment and expires on May 1, 2006. Borrowings by the Partnership are collateralized by equipment purchased with the proceeds of the loan. Outstanding borrowings by one borrower reduce the amount available to each of the other borrowers under the facility. Individual borrowings may be outstanding for no more than 360 days, with all advances due no later than May 1, 2006. Interest accrues either at the prime rate or LIBOR plus 2.0% at the borrower’s option and is set at the time of an advance of funds. Borrowings by the Partnership are guaranteed by FSI, PLM International, Inc. and MILPI, the parent companies of the General Partner. The Partnership is not liable for the advances made to the other borrowers.

As of May 10, 2005, there were no other outstanding borrowings on this facility by the Partnership. Other borrowers had loans outstanding totaling $9.3 million.

In 2004 the General Partner signed a legally binding commitment on behalf of the Partnership to purchase 69 newly constructed tank railcars for $5.1 million. The funds to purchase this commitment were placed in escrow accounts with an unaffiliated third party as escrow agent as of December 31, 2004 and are included in restricted cash on the accompanying balance sheets. These railcars are expected to be purchased in the second and third quarter of 2005.

In April 2005, the General Partner declared a cash distribution of $0.50 per limited partnership unit to be paid on May 20, 2005 to the record holders as of that date. The total cash distribution to the limited partners and the General Partner is $3.9 million and $0.2 million, respectively.

Commitments and contingencies as of March 31, 2005 are as follows (in thousands of dollars):

			Less than		1-3
Partnership Obligations:	Total		1 Year		Years

Notes payable	$	9,000	$	4,000	$	5,000

Commitment to purchase railcars	$	5,082	$	5,082	$	-

(IV) RECENT ACCOUNTING PRONOUNCEMENTS

(V) OUTLOOK FOR THE FUTURE

The Partnership's operation of a diversified equipment portfolio in a broad base of markets is intended to reduce its exposure to volatility in individual equipment sectors.

The ability of the Partnership to realize acceptable lease rates on its equipment in the different equipment markets is contingent upon many factors, such as specific market conditions and economic activity, technological obsolescence, and government or other regulations. The unpredictability of these factors makes it difficult for the General Partner to clearly define trends or influences that may impact the performance of the Partnership's equipment. The General Partner continuously monitors both the equipment markets and the performance of the Partnership's equipment in these markets. The General Partner may make an evaluation to reduce the Partnership's exposure to those equipment markets in which it determines that it cannot operate equipment and achieve acceptable rates of return.

The Partnership intends to use future cash flow from operations to satisfy its operating requirements, pay principal and interest on debt and make cash distributions to the partners.

The Partnership will not reinvest cash flows generated from operations after January 1, 2005 into additional equipment. The Partnership will terminate on December 31, 2011, unless terminated earlier upon sale of all equipment and by certain other events. Although the Partnership is scheduled to terminate on December 31, 2011, the General Partner is managing the Partnership with the objective of having all owned and partially owned equipment disposed of by December 31, 2006.

In April 2005, the General Partner declared a cash distribution of $0.50 per limited partnership unit to be paid on May 20, 2005 to the record holders as of that date. The total amount of the cash distribution is $4.1 million.

Factors affecting the Partnership’s operations in the remainder of 2005 and beyond include:

(1) Demand for marine containers is closely tied to worldwide economic conditions. Utilization of the Partnership's marine containers is expected to be in the 90 - 95% range in 2005 with lease rates increasing slightly;

(2) Economic recovery in the railcar segment continues to be strong. Overall railcar loadings are forecast to grow approximately 6% in 2005. Railcar manufacturers now have full production schedules until the first quarter of 2006 for tank railcars similar to the tank railcars that the Partnership owns and the tank railcars in PLM Rail Partners, LLC (Rail Partners) in which the Partnership has an equity interest.

The Partnership's railcar fleet is largely used by a broadly defined chemical sector. Chemical and petroleum railcar loadings are projected to grow at a substantially higher rate this year than the 3% per year long run average. The continuation of high steel prices have resulted in increases in the price of a new tank railcars and lease rates have now increased in response this price increase. While this improves returns for railcar lessors in the short run, reduced railcar availability and higher lease costs along with railroad operating inefficiencies may cause the chemical industry growth to slow and perhaps cause chemical producers to shift to other forms of transportation. Also, there are a number of potential new railroad operating requirements and regulations which, if adopted, could increase the cost of railcar ownership. At present, the Partnership's tank railcar fleet is highly utilized and appears to be in a position to remain so for the foreseeable future.

The General Partner believes that the market for the Partnership's railcars and those in Rail Partners will remain strong for several years. The General Partner has engaged an investment banking firm to explore strategic alternatives with respect to its railcar operations which could include the sale of the Partnership owned and partially owned railcars;

(3) The Partnership has an investment in a double-hull product tanker constructed in 1985, which operates in international markets carrying a variety of clean product/chemical liquid cargoes. Demand for product / chemical shipping is closely tied to worldwide economic growth patterns, which can affect demand by causing changes in specific grade volume on trade routes. The General Partner operates the Partnership’s product tanker in the spot charter markets, carrying mostly gasoline, jet fuel, gas oils and similar petroleum distillates or simple chemicals or vegetable oils, an approach that provides the flexibility to adapt to changes in market conditions.

The Partnership’s product tanker has continued to operate with very little idle time between charters. Freight rates for marine vessels continued to improve due to the demand for sea transportation resulting from improving economies worldwide. The demand is expected to continue until additional new tonnage starts coming on line in late 2005 through 2006. Demand for refined products worldwide and home heating oil on United States due to cold weather and East Coast helped to keep the charter rates up at or near 2004 highs during the first quarter of 2005. Ongoing rates are expected to begin to show sign of decreasing during the spring and summer months of 2005, as high gasoline prices are expected to slow down demand. The marine vessel in which the Partnership owns an interest is not scheduled to undergo major maintenance until September 2006.

The marine vessel owned by an entity in which the Partnership has an interest is 20 plus years old which may limit its future marketability. Marine vessels of this age typically earn a lower charter rate than newer more efficient marine vessels and may have increased off-hire time;

(4) Market demand for new and used aircraft has been severely impacted by the poor financial condition of the airline industry.

The General Partner believes that the commercial aviation industry is recovering from several years of reduced travel; however, the General Partner views the recovery with caution as major increases in the cost of fuel has added another factor to further weakening yields. The General Partner believes that stabilization of fuel prices will be critical for the recovery in the airline industry to continue.

The General Partner also believes that there is a significant oversupply of commercial aircraft available that has caused a decrease in aircraft fair market values.

The Partnership’s owned aircraft rotables are off-lease. The General Partner is currently marketing this equipment for sale. Due to the poor market for these rotables, it may take a considerable period of time to dispose of them.

In the first quarter of 2005, the lessee of the two aircraft on direct finance lease in which the Partnership owned an interest, exercised its purchase option on these aircraft. Accordingly, revenues from these aircraft will decrease in 2005;

(5) The management fee rate paid by the Partnership is reduced by 25% for the period starting January 1, 2003 and ending June 30, 2005;

(6) The Partnership is expected to continue to have increased general and administrative costs as the General Partner liquidates other investments programs that currently share certain general and administrative expenses;

(7) While the Partnership is scheduled to terminate on December 31, 2010, the General Partner is managing the Partnership with the objective of having all owned and partially owned equipment disposed of by December 31, 2006; and

(8) Beginning in 2006, in order to prevent the Partnership from being considered publicly traded and to avoid taxation of the Partnership as an association treated as a corporation under the Internal Revenue Code, the General Partner will limit the number of limited partnership units to be traded to 2% per year of the total outstanding units.

Several other factors may affect the Partnership's operating performance in the year 2005 and beyond, including changes in the markets for the Partnership's equipment and changes in the regulatory environment in which that equipment operates.

The General Partner may elect to sell certain underperforming equipment, equipment whose continued operation may become prohibitively expensive, or has a greater strategic value to others. The General Partner intends to re-lease or sell equipment at prevailing market rates; however, the General Partner cannot predict these future rates with any certainty at this time and cannot accurately assess the effect of such activity on future Partnership performance. The proceeds from the sold or liquidated equipment will be used to fund operations and make cash distributions to the partners.

Cash distributions when paid to the limited partners generally consist of both a return of and a return on capital. Cash distributions do not represent and are not indicative of yield on investment. Actual yield on investment cannot be determined with any certainty until conclusion of the Partnership and will be dependent upon the collection of all future contracted rent, the generation of renewal and/or re-lease rents and the residual value realized for each asset at its disposal.

(VI) FORWARD-LOOKING INFORMATION

Except for the historical information contained herein, this Form 10-QSB contains forward-looking statements that involve risks and uncertainties, such as statements of the Partnership’s plans, objectives, expectations, and intentions. The cautionary statements made in this Form 10-QSB should be read as being applicable to all related forward-looking statements wherever they appear in this Form 10-QSB. There are a number of important factors that could cause actual results to differ materially from those expressed in any forward-looking statements made herein. These factors include, but are not limited to, the collection of the Partnership’s contracted rents, the realization of residual proceeds, and future economic conditions.

ITEM 3. CONTROLS AND PROCEDURES

Limitations on the Effectiveness of Controls

The General Partner’s management, including it’s President and Chief Financial Officer (CFO), does not expect that our internal controls or disclosure control will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.

Because of the inherent limitations in all control systems, no evaluation of control can provide absolute assurance that all control issues and instances of fraud, if any, within the Partnership have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, collusion of two or more people, or by management override of the control. The design of any system of controls also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Notwithstanding the forgoing limitations, we believe that our internal controls and disclosure controls provide reasonable assurances that the objectives of our control system are met.

Quarterly Evaluation of the Partnership’s Disclosure Controls and Internal Controls

(1) Within the 90-day period prior to the filing of this report, the General Partner carried out an evaluation, under the supervision and with the participation of the General Partner’s management, including it’s President and CFO, of the effectiveness of the design and operation of the Partnership’s disclosure controls and procedures pursuant to Rule 13a-14 under the Securities Exchange Act of 1934 (the “Exchange Act”). Based upon that evaluation, the President and CFO concluded that the Partnership’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Partnership’s required to be included in the Partnership’s exchange act filings.

(2) There have been no significant changes in the Partnership’s internal controls or in other factors which could significantly affect internal controls subsequent to the date the General Partner carried out its evaluations.

PART II -- OTHER INFORMATION

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

31.1

Certificate of President of the General Partner pursuant to Section 302 of Sarbanes - Oxley Act.

31.2

Certificate of Chief Financial Officer of the General Partner pursuant to Section 302 of Sarbanes - Oxley Act.

32.1

Certificate of President of the General Partner pursuant to Section 906 of Sarbanes - Oxley Act.

32.2

Certificate of Chief Financial Officer of the General Partner pursuant to Section 906 of Sarbanes - Oxley Act.

(b) Reports on Form 8-K

None.

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

PLM EQUIPMENT GROWTH FUND VI

By: PLM Financial Services, Inc.

General Partner

Date: May 10, 2005 By: /s/ Richard B Brock

Richard K Brock

Chief Financial Officer