SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
/X/ Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended September 30, 2003
/ / 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: 0-18497
Fidelity Leasing Income Fund VI, L.P.
____________________________________________________________________________
(Exact name of registrant as specified in its charter)
Delaware 23-2540929
____________________________________________________________________________
(State of organization) (I.R.S. Employer Identification No.)
1845 Walnut Street, Suite 1000, Philadelphia, Pennsylvania 19103
____________________________________________________________________________
(Address of principal executive offices) (Zip code)
(215) 574-1636
____________________________________________________________________________
(Registrant's telephone number, including area code)
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 _____
Indicate by check mark whether the registrant is an accelerated filer
(as defined in Rule 12b-2 of the Exchange Act). Yes _____ No __X__
Page 1 of 21
Part I: Financial Information
Item 1: Financial Statements
FIDELITY LEASING INCOME FUND VI, L.P.
BALANCE SHEETS
ASSETS
(Unaudited) (Audited)
September 30, December 31,
2003 2002
______________ _____________
Cash and cash equivalents $ 197,015 $2,889,654
Accounts receivable 75,260 6,612
Note receivable 88,531 -
Due from related parties 60,826 68,611
Net investment in direct financing
leases 841,315 775,005
Equipment under operating leases
(net of accumulated depreciation
of $-0- and $640,681, respectively) - 232,403
Equipment held for sale or lease 1,077,063 566,500
__________ __________
Total assets $2,340,010 $4,538,785
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Lease rents paid in advance $ 44,346 $ 64,034
Accounts payable and
accrued expenses 40,399 81,455
Due to related parties 210,732 32,838
Security deposits 10,079 -
__________ __________
Total liabilities 305,556 178,327
Partners' capital 2,034,454 4,360,458
__________ __________
Total liabilities and
partners' capital $2,340,010 $4,538,785
========== ==========
The accompanying notes are an integral part of these financial statements.
2
FIDELITY LEASING INCOME FUND VI, L.P.
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended Nine Months Ended
September 30 September 30
2003 2002 2003 2002
____ ____ ____ ____
Income:
Earned income on direct
financing leases $27,591 $ 28,578 $ 86,109 $179,769
Rentals 8,125 42,230 90,736 133,643
Interest 2,778 26,564 26,555 74,978
Other 7,404 24,115 14,911 27,720
_______ ________ ________ ________
45,898 121,487 218,311 416,110
_______ ________ ________ ________
Expenses:
Depreciation 6,420 32,735 56,488 104,896
General and administrative 36,161 33,205 99,906 120,052
General and administrative
to related party 32,063 41,984 123,298 121,921
Management fee to related
party 4,353 9,565 17,970 60,046
Loss on sale of equipment,
net - - 1,653 -
_______ ________ ________ ________
78,997 117,489 299,315 406,915
_______ ________ ________ ________
Net (loss) income ($33,099) $ 3,998 ($ 81,004) $ 9,195
======== ======== ======== ========
Net (loss) income per equivalent
limited partnership unit ($ 2.14) $ - ($ 4.82) $ -
======= ======== ======== ========
Weighted average number of
equivalent limited partnership
units outstanding during the
period 15,299 22,823 16,639 24,765
======= ======== ======== ========
The accompanying notes are an integral part of these financial statements.
3
FIDELITY LEASING INCOME FUND VI, L.P.
STATEMENT OF PARTNERS' CAPITAL
For the nine months ended September 30, 2003
(Unaudited)
General Limited Partners
Partner Units Amount Total
_______ _____ ______ _____
Balance, December 31, 2002 ($23,899) 75,264 $4,384,357 $4,360,458
Cash distributions (22,450) - (2,222,550) (2,245,000)
Net loss (810) - (80,194) (81,004)
_______ ______ __________ __________
Balance, September 30, 2003 ($47,159) 75,264 $2,081,613 $2,034,454
======= ====== ========== ==========
The accompanying notes are an integral part of these financial statements.
4
FIDELITY LEASING INCOME FUND VI, L.P.
STATEMENTS OF CASH FLOWS
For the nine months ended September 30, 2003 and 2002
(Unaudited)
2003 2002
____ ____
Cash flows from operating activities:
Net (loss) income $ (81,004) $ 9,195
__________ __________
Adjustments to reconcile net (loss) income
to net cash provided by operating activities:
Depreciation 56,488 104,896
Loss on sale of equipment, net 1,653 -
(Increase) decrease in accounts receivable (68,648) 170,425
(Increase) decrease in due from related
parties 7,785 1,212
Increase (decrease) in lease rents paid
in advance (19,688) (3,286)
Increase (decrease) in accounts payable and
accrued expenses (41,056) 27,000
Increase (decrease) in due to related parties 177,894 (15,588)
Increase (decrease) in security deposits 10,079 -
__________ __________
124,507 284,659
__________ __________
Net cash provided by operating activities 43,503 293,854
__________ __________
Cash flows from investing activities:
Acquisition of equipment (1,023,069) -
Investment in direct financing leases (497,370) -
Proceeds from sale of equipment 235,768 -
Proceeds from direct financing leases,
net of earned income 782,060 3,070,162
Principal payments on notes receivable 11,469 -
__________ __________
Net cash (used in) provided by investing
activities (491,142) 3,070,162
__________ __________
Cash flows from financing activities:
Distributions (2,245,000) (3,710,000)
__________ __________
Net cash used in financing activities (2,245,000) (3,710,000)
__________ __________
Increase (decrease) in cash and cash
equivalents (2,692,639) (345,984)
Cash and cash equivalents, beginning
of period 2,889,654 4,177,291
__________ __________
Cash and cash equivalents, end of period $ 197,015 $3,831,307
========== ==========
Supplemental disclosure on non-cash investing activities:
Equipment held for sale or lease transferred
to net investment in direct financing leases $ 451,000 $ -
========== ==========
The accompanying notes are an integral part of these financial statements.
5
FIDELITY LEASING INCOME FUND VI, L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2003
(Unaudited)
BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared
by the Fund in accordance with accounting principles generally accepted in
the United States of America, pursuant to the rules and regulations of the
Securities and Exchange Commission. In the opinion of Management, all ad-
justments (consisting of normal recurring accruals) considered necessary for
a fair presentation have been included. These condensed financial statements
should be read with the audited financial statements and notes thereto as of
December 31, 2002 and for the year then ended. The results for the nine months
ended September 30, 2003 are not necessarily indicative of the results that
may be expected for the year ended December 31, 2003.
1. RECENT ACCOUNTING PRONOUNCEMENTS
The Fund adopted FASB Interpretation 45 (FIN 45), "Guarantor's Account-
ing and Disclosure Requirements for Guarantees, including Indirect
Guarantees of Indebtedness of Others" on January 1, 2003. FIN 45 re-
quires a guarantor entity, at the inception of a guarantee covered by the
measurement provisions of the interpretation, to record a liability for
the fair value of the obligation undertaken in issuing the guarantee.
FIN 45 applies prospectively to guarantees the Fund issues or modifies
subsequent to December 31, 2002. The adoption of FIN 45 did not have
a material impact on the financial position or results of operations
of the Fund.
In January 2003, the FASB issued FIN 46 "Consolidation of Variable Interest
Entities." FIN 46 clarifies the application of Accounting Research
Bulletin 51, "Consolidated Financial Statements," for certain entities
that do not have sufficient equity at risk for the entity to finance its
activities without additional subordinated financial support from other
parties or in which equity investors do not have the characteristics of a
controlling financial interest ("variable interest entities"). Variable
interest entities within the scope of FIN 46 will be required to be
consolidated by their primary beneficiary. The primary beneficiary of a
variable interest entity is determined to be the party that absorbs a
majority of the entity's expected losses, receives a majority of its
expected returns, or both. FIN 46 applies immediately to variable interest
entities created after January 31, 2003, and to variable interest entities
in which an enterprise obtains an interest after that date. It applies in
the first fiscal year or interim period beginning after December 15, 2003,
to variable interest entities in which an enterprise holds a variable
interest that it acquired before February 1, 2003. The Fund is in the
process of determining what impact, if any, the adoption of the provisions
of FIN 46 will have upon its financial condition or results of operations.
The Fund does not anticipate FIN 46 to have a material impact on the
financial position or results of operations of the Fund.
6
FIDELITY LEASING INCOME FUND VI, L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
1. RECENT ACCOUNTING PRONOUNCEMENTS (continued)
The Fund adopted Statement of Financial Accounting Standard 149 (SFAS
No. 149), "Amendment of Statement 133 on Derivative Instruments and
Hedging Activities," on July 1, 2003. SFAS No. 149 clarifies and amends
SFAS No. 133 for implementation issues raised by constituents or includes
the conclusions reached by the FASB on certain FASB Staff Implementation
Issues. SFAS No. 149 is effective for contracts entered into or modified
after June 30, 2003. The adoption of SFAS did not have a material impact
on the Fund's financial position or results of operations.
The FASB issued SFAS No. 150, "Accounting for Certain Financial Instruments
with Characteristics of Both Liabilities and Equity," on May 15, 2003.
SFAS No. 150 changes the classification in the statement of financial
position of certain common financial instruments from either equity or
mezzanine presentation to liabilities and requires an issuer of those
financial statements to recognize changes in fair value or redemption
amount, as applicable, in earnings. SFAS No. 150 is effective for
public companies for financial instruments entered into or modified
after May 31, 2003 and is effective at the beginning of the first interim
period beginning after June 15, 2003. The adoption of SFAS No. 150 did
not have a material impact on the Fund's financial position or results
of operations
2. EQUIPMENT LEASED
The Fund has equipment leased under the direct financing method in
accordance with Statement of Financial Accounting Standards No. 13.
This method provides for recognition of income (the excess of the ag-
gregate future rentals and unguaranteed residual upon expiration of
the lease over the related equipment cost) over the life of the lease
using the interest method. The Fund's direct financing leases are for
initial lease terms ranging from 6 to 72 months.
Unguaranteed residuals for direct financing leases represent the esti-
mated amounts recoverable at lease termination from lease extensions
or disposition of the equipment. The Fund reviews these residual
values quarterly. If the equipment's fair market value at lease expi-
ration is below the estimated residual value, an adjustment is made.
7
FIDELITY LEASING INCOME FUND VI, L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
2. EQUIPMENT LEASED (continued)
The approximate net investment in direct financing leases as of
September 30, 2003 and December 31, 2002 is as follows:
September 30, 2003 December 31, 2002
(unaudited) (audited)
------------------ -----------------
Minimum lease payments to be received $760,000 $536,000
Unguaranteed residuals 173,000 273,000
Unearned rental income (89,000) (19,000)
Unearned residual income (3,000) (15,000)
________ ________
$841,000 $775,000
======== ========
There was no equipment under operating leases as of September 30, 2003.
Equipment on lease at December 31, 2002 consisted of equipment under
operating leases for initial lease terms of 36 to 58 months. Generally,
operating leases will not recover all of the undepreciated cost and
related expenses of its rental equipment during the initial lease terms
and so, the Fund is prepared to remarket the equipment. Fund policy is
to review quarterly the expected economic life of its rental equipment in
order to determine the recoverability of its undepreciated cost. Recent
and anticipated technological developments affecting the equipment and
competitive factors in the marketplace are considered among other things,
as part of this review. In accordance with accounting principles generally
accepted in the United States of America, the Fund writes down its rental
equipment to its estimated net realizable value when the amounts are
reasonably estimated and only recognizes gains upon actual sale of its
rental equipment. There were no write-downs of equipment to net realiz-
able value recorded during the nine months ended September 30, 2003 and
2002.
The future approximate minimum rentals to be received on noncancellable
direct financing leases as of September 30, 2003 are as follows
(unaudited):
Years Ending December 31 Direct Financing
________________________ ________________
2003 $152,000
2004 256,000
2005 136,000
2006 87,000
2007 82,000
Thereafter 47,000
________
$760,000
========
8
FIDELITY LEASING INCOME FUND VI, L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
3. RELATED PARTY TRANSACTIONS
The General Partner receives 5% of rental payments on equipment under
operating leases and 2% of rental payments (as opposed to earned income)
on full pay-out leases for administrative and management services per-
formed on behalf of the Fund. Full pay-out leases are noncancellable
leases for which rental payments during the initial term are at least
sufficient to recover the purchase price of the equipment, including
acquisition fees. This management fee is paid monthly only if and when
the Limited Partners have received distributions for the period from
January 1, 1990 through the end of the most recent quarter, equal to a
return for such period at a rate of 12% per year on the aggregate amount
paid for their units.
The General Partner may also receive up to 3% of the proceeds from the
sale of the Fund's equipment for services and activities to be performed
in connection with the disposition of equipment. The payment of this
sales fee is deferred until the Limited Partners have received cash
distributions equal to the purchase price of their units plus a 12%
cumulative compounded priority return. Based on current estimates, it
is not expected that the Fund will be required to pay this sales fee to
the General Partner.
The General Partner and its affiliate are reimbursed by the Fund for
costs incurred to acquire equipment that is leased under operating and
direct financing leases. These expense reimbursements are capitalized
to the cost of the equipment.
Additionally, the General Partner and its parent company are reimbursed
by the Fund for certain costs of services and materials used by or for
the Fund except those items covered by the above-mentioned fees. Follow-
ing is a summary of fees and costs of services and materials charged by the
General Partner or its parent company during the three and nine months
ended September 30, 2003 and 2002 (unaudited):
Three Months Ended Nine Months Ended
September 30 September 30
2003 2002 2003 2002
____ ____ ____ ____
Management fee $ 4,353 $ 9,565 $ 17,970 $ 60,046
Acquisition costs 20,060 - 30,504 -
Reimbursable costs 32,063 41,984 123,298 121,921
The Fund keeps its checking and investment accounts at The Bancorp Bank
(TBB). The son and the spouse of the Chairman of Resource America,
Inc. are the Chairman and Chief Executive Officer, respectively, of TBB.
The Fund maintains a normal banking relationship with TBB.
9
FIDELITY LEASING INCOME FUND VI, L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
3. RELATED PARTY TRANSACTIONS (continued)
Amounts due from related parties at September 30, 2003 and Decem-
ber 31, 2002 represent monies due the Fund from the General Partner
and/or other affiliated funds for rentals and sales proceeds collected
and not yet remitted to the Fund.
Amounts due to related parties at September 30, 2003 and December 31, 2002
represent monies due to the General Partner and/or its parent company
for the fees and costs mentioned above, as well as, rentals and sales
proceeds collected by the Fund on behalf of other affiliated funds and
cash distribution money to be transferred to the distribution account.
4. CASH DISTRIBUTIONS
The General Partner declared and paid cash distributions totaling
$2,245,000 during the nine months ended September 30, 2003 for the
months of October, November and December 2002 as well as January through
June 2003. The General Partner declared and paid cash distributions
totaling $3,710,000 during the nine months ended September 30, 2002 for
the months of October, November and December 2001 as well as January
through June 2002.
The General Partner declared and paid three cash distributions of $35,000
each subsequent to September 30, 2003 for each of the months ended July 31,
August 31 and September 30, 2003 for an aggregate of $105,000 to all ad-
mitted partners as of July 31, August 31 and September 30, 2003.
10
FIDELITY LEASING INCOME FUND VI, L.P.
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Fidelity Leasing Income Fund VI, L.P. had revenues of $45,898 and
$121,487 for the three months ended September 30, 2003 and 2002, respectively,
and $218,311 and $416,110 for the nine months ended September 30, 2003 and
2002, respectively. Earned income on direct financing leases and rental
income from the leasing of equipment accounted for 78% and 58% of total
revenues for the third quarter of 2003 and 2002, respectively and 81% and
75% of total revenues for the nine months ended September 30, 2003 and 2002,
respectively. The decrease in total revenues during the first nine months of
2003 was primarily attributable to the decrease in earned income on direct
financing leases. Earned income on direct financing leases decreased because
of the normal monthly amortization of unearned income using the interest
method as well as the termination of certain direct financing leases since
January 2002. The decrease in rental income also accounted for the overall
decrease in revenues during the first nine months of 2003. Rental income
decreased by approximately $43,000 because of equipment that terminated and
was sold during 2003 and 2002. Furthermore, the decrease in interest income
also contributed to the decrease in total revenues during the first nine months
of 2003. This account decreased because of the decrease in cash available for
investment by the Fund as a result of larger cash distributions paid to the
partners of the Fund during 2002 and the first six months of 2003. Other
income also decreased in 2003 which accounted for the total decrease in
revenues, as well. The decrease in other income was primarily related to
the decrease in late fees collected on delinquent rentals paid in 2003
compared to 2002.
Expenses were $78,997 and $117,489 for the three months ended Septem-
ber 30, 2003 and 2002, respectively, and $299,315 and $406,915 for the nine
months ended September 30, 2003 and 2002, respectively. The decrease in
expenses for the nine months ended September 30, 2003 was primarily related
to the decrease in depreciation expense resulting from equipment under operat-
ing leases that terminated and was sold during 2003 and 2002. The decrease in
general and administrative expense also contributed to the overall decrease in
expenses in 2003. General and administrative expense decreased because of the
decrease in the various costs incurred to operate the Fund on a daily basis.
Management fee to related party also decreased during 2003 compared to 2002.
The decrease in this account is a direct result of the decrease in rentals
earned on both operating and direct financing leases in 2003 because of
terminations of leases or sales of equipment.
The Fund's net (loss) income was ($33,099) and $3,998 for the three months
ended September 30, 2003 and 2002, respectively, and ($81,004) and $9,195 for
the nine months ended September 30, 2003 and 2002, respectively. The (loss)
income per equivalent limited partnership unit, after (loss) income allocated
to the General Partner, was ($2.14) and $0.00 based on a weighted average
number of equivalent limited partnership units outstanding of 15,299 and
11
FIDELITY LEASING INCOME FUND VI, L.P.
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (Continued)
RESULTS OF OPERATIONS(Continued)
22,823 for the three months ended September 30, 2003 and 2002, respectively.
The (loss) income per equivalent limited partnership unit, after (loss) income
allocated to the General Partner, was ($4.82) and $0.00 based on a weighted
average number of equivalent limited partnership units outstanding of 16,639
and 24,765 for the nine months ended September 30, 2003 and 2002, respectively.
The Fund (used) generated cash from operations of ($26,679) and $36,733,
for the purpose of determining cash available for distribution, during the
quarter ended September 30, 2003 and 2002, respectively. The General Partner
declared and paid three cash distributions of $35,000 each subsequent to
September 30, 2003 for the three months ended September 30, 2003. The General
Partner declared and paid two cash distributions of $35,000 each and one cash
distribution of $1,000,000 subsequent to September 30, 2002 for the three
months ended September 30, 2002. For the nine months ended September 30, 2003
and 2002, the Fund (used) generated ($22,863) and $114,091 of cash from opera-
tions, for the purpose of determining cash available for distribution. The
General Partner declared cash distributions totaling $1,280,000 and $2,710,000
for the nine months ended September 30, 2003 and 2002, respectively. Addi-
tionally, the General Partner declared and paid cash distributions totaling
$1,070,000 during the first nine months of 2003 for the months of October,
November and December 2002. The Fund paid five cash distributions of $35,000
each and one cash distribution of $1,000,000 during the nine months ended
September 30, 2003 and three cash distributions of $35,000 each subsequent to
September 30, 2003 for the nine months ended September 30, 2003. The Fund
paid cash distributions totaling $1,640,000 during the nine months ended
September 30, 2002 and cash distributions totaling $1,070,000 subsequent to
September 30, 2002 for the nine months ended September 30, 2002. For financial
statement purposes, the Fund records cash distributions to partners on a cash
basis in the period in which they are paid.
ANALYSIS OF FINANCIAL CONDITION
The Fund continues the process of dissolution during 2003. As pro-
vided in the Restated Limited Partnership Agreement, the investment in
direct financing leases and the equipment under operating leases shall be
liquidated as promptly as is consistent with obtaining their fair value.
During this time, the Fund will continue to look for opportunities to
purchase equipment under operating leases or invest in direct financing
leases with cash available from operations that was not distributed to
partners in prior periods. The Fund invested $497,370 in direct financing
leases and purchased equipment under operating leases of $1,023,069 during
the first nine months of 2003.
12
FIDELITY LEASING INCOME FUND VI, L.P.
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (Continued)
ANALYSIS OF FINANCIAL CONDITION (Continued)
The cash position of the Fund is reviewed daily and cash is invested
on a short-term basis.
The Fund's cash from operations is expected to continue to be adequate
to cover all operating expenses and contingencies through the dissolution of
the Fund.
Item 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable.
Item 4: CONTROLS AND PROCEDURES
a) Evaluation of disclosure controls and procedures: Based on their
evaluation of the Fund's disclosure controls and procedures (as defined in
Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act")),
the principal executive officer and principal financial officer of LEAF
Financial Corporation, the General Partner of the Fund, have concluded that
as of the end of the period covered by this Quarterly Report of Form 10-Q,
such disclosure controls and procedures are effective to ensure that infor-
mation required to be disclosed by the Fund in reports that it files or
submits under the Exchange Act is recorded, processed, summarized and re-
ported within the time periods specified in Securities and Exchange Commis-
sion rules and forms.
b) Changes in internal control over financial reporting: During the quarter
under report, there was no change in the Fund's internal control over financial
reporting that has materially affected, or is reasonably likely to materially
affect, the Fund's internal control over financial reporting.
13
FIDELITY LEASING INCOME FUND VI, L.P.
September 30, 2003
Part II: Other Information
Item 1. Legal Proceedings: Inapplicable.
Item 2. Changes in Securities: Inapplicable.
Item 3. Defaults Upon Senior Securities: Inapplicable.
Item 4. Submission of Matters to a Vote of Securities Holders: Inapplicable.
Item 5. Other Information: Inapplicable.
Item 6. Exhibits and Reports on Form 8-K:
a) Exhibit No. Description
----------- -----------
3(a) & 4 Amended and Restated Agreement of
Limited Partnership*
31.1 Rule 13a-14(a)/15d-14(a) Certification
31.2 Rule 13a-14(a)/15d-14(a) Certification
32.1 Section 1350 Certification
32.2 Section 1350 Certification
b) Reports on Form 8-K: None
*Incorporated by reference.
14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
FIDELITY LEASING INCOME FUND VI, L.P.
11-14-03 By: /s/ Crit DeMent
____________________________
Crit DeMent
Chairman of the Board of Directors
of LEAF Financial Corporation
(Principal Executive Officer)
11-14-03 By: /s/ Marianne T. Schuster
____________________________
Marianne T. Schuster
Vice President of Accounting of
LEAF Financial Corporation
(Principal Financial Officer)
15
Exhibit 31.1
CERTIFICATIONS
I, Crit DeMent, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Fidelity Leasing
Income Fund VI, L.P.;
2. Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the registrant
as of, and for, the periods presented in this report;
4. The registrant's other certifying officer(s) and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:
a) designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this report our conclusions about the ef-
fectiveness of the disclosure controls and procedures, as of the end of
the period covered by this report based on such evaluation; and
c) disclosed in this report any change in the registrant's internal
controls over financial reporting that occurred during the registrant's most
recent fiscal quarter (the registrant's fourth quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially
affect, the registrant's internal controls over financial reporting; and
5. The registrant's other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal controls over financial re-
porting, to the registrant's auditors and the audit committee of registrant's
board of directors (or persons performing the equivalent functions):
a) all significant deficiencies and material weaknesses in the design or
operation of internal controls over financial reporting which are reasonably
likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls
over financial reporting.
16
CERTIFICATIONS (continued)
Date: November 14, 2003
/s/ Crit DeMent
____________________________
Crit DeMent
Chairman of the Board of Directors of LEAF Financial Corporation,
The General Partner
(Principal Executive Officer)
17
Exhibit 31.2
CERTIFICATIONS
I, Marianne T. Schuster, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Fidelity Leasing
Income Fund VI, L.P.;
2. Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the registrant
as of, and for, the periods presented in this report;
4. The registrant's other certifying officer(s) and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:
a) designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this report our conclusions about the ef-
fectiveness of the disclosure controls and procedures, as of the end of
the period covered by this report based on such evaluation; and
c) disclosed in this report any change in the registrant's internal
controls over financial reporting that occurred during the registrant's most
recent fiscal quarter (the registrant's fourth quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially
affect, the registrant's internal controls over financial reporting; and
5. The registrant's other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal controls over financial re-
porting, to the registrant's auditors and the audit committee of registrant's
board of directors (or persons performing the equivalent functions):
a) all significant deficiencies and material weaknesses in the design or
operation of internal controls over financial reporting which are reasonably
likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls
over financial reporting.
18
CERTIFICATIONS (continued)
Date: November 14, 2003
/s/ Marianne T. Schuster
____________________________
Marianne T. Schuster
Vice President of Accounting of LEAF Financial Corporation,
The General Partner
(Principal Financial Officer)
19
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Fidelity Leasing Income Fund VI,
L.P. (the "Fund") on Form 10-Q for the period ended September 30, 2003 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Crit DeMent, Principal Executive Officer of LEAF Financial Corporation,
the General Partner of the Fund, certify, pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of Section 13(a)
or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of opera-
tions of the Fund.
/s/ Crit DeMent
________________________
Crit DeMent
Principal Executive Officer of LEAF Financial Corporation
November 14, 2003
20
Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Fidelity Leasing Income Fund VI,
L.P. (the "Fund") on Form 10-Q for the period ended September 30, 2003 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Marianne T. Schuster, Principal Financial Officer of LEAF Financial Corpora-
tion, the General Partner of the Fund, certify, pursuant to 18 U.S.C. Section
1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002,
that:
(1) The Report fully complies with the requirements of Section 13(a)
or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of opera-
tions of the Fund.
/s/ Marianne T. Schuster
________________________
Marianne T. Schuster
Principal Financial Officer of LEAF Financial Corporation
November 14, 2003
21