10-K 1 flif6.txt FLIF 6 10-K 2001 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K /X/ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended December 31, 2001 / / 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 0-20131 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) Securities registered pursuant to Section 12 (b) of the Act: Name of Each Exchange Title of Each Class on Which Registered None Not applicable Securities registered pursuant to Section 12 (g) of the Act: Limited Partnership Interests Title of Class Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 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____ The number of outstanding limited partnership units of the Registrant at December 31, 2001 is 75,264. There is no public market for these securities. The index of Exhibits is located on page 12. 1 PART I Item 1. BUSINESS Fidelity Leasing Income Fund VI, L.P. (the "Fund"), a Delaware limited partnership, was organized in 1989 and acquires computer equipment including printers, tape and disk storage devices, data communications equipment, computer terminals, technical workstations, networking equipment, as well as other electronic equipment that is leased to third parties on a short-term basis. The Fund's principal objective is to generate leasing revenues for distribution. The Fund manages the equipment, releasing or disposing of equip- ment as it comes off lease in order to achieve its principal objective. The Fund does not borrow funds to purchase equipment. The Fund generally acquires equipment subject to a lease. Purchases of equipment for lease are typically made through equipment leasing brokers, under a sale-leaseback arrangement directly from lessees owning equipment or from the manufacturer either pursuant to a purchase agreement relating to significant quantities of equipment or on an ad hoc basis to meet the needs of a particular lessee. The equipment leasing industry is highly competitive. The Fund competes with leasing companies, equipment manufacturers and distributors, and entities similar to the Fund (including similar programs sponsored by the General Partner), some of which have greater financial resources than the Fund. Other leasing companies and equipment manufacturers and distributors may be in a position to offer equipment to prospective lessees on financial terms which are more favorable than those which the Fund can offer. They may also be in a position to offer trade-in-privileges, maintenance contracts and other services that the Fund may not be able to offer. Equipment manufacturers and distributors may offer to sell equipment on terms and conditions (such as liberal financing terms and exchange privileges) that will afford benefits to the purchaser similar to those obtained through leases. As a result of the advantages that certain of its competitors may have, the Fund may find it necessary to lease its equipment on a less favorable basis than certain of its competitors. A brief description of the types of equipment in which the Fund has invested as of December 31, 2001, together with information concerning the users of such equipment is contained in Item 2, following. The Fund does not have any employees. All persons who work on the Fund are employees of the General Partner. 2 Item 2. PROPERTIES The following schedules detail the type, aggregate purchase price and percentage of the various types of equipment leased by the Fund under the operating and direct financing lease methods as of December 31, 2001: Operating Leases: Purchase Price Percentage of Type of Equipment of Equipment Total Equipment PCB Assembly Equipment $775,391 87.80% Tape Storage Systems 97,693 11.06 Technical Workstations and Terminals 10,034 1.14 ________ ______ Totals $883,118 100.00% ======== ====== Direct Financing Leases: Purchase Price Percentage of Type of Equipment of Equipment Total Equipment Network Communications $5,068,752 55.36% Disk Storage Systems 1,876,371 20.49 PCB Assembly Equipment 1,162,822 12.70 Electron Microscopes 964,081 10.53 Printers 84,546 0.92 __________ ______ Totals $9,156,572 100.00% ========== ====== The following schedules detail the type of business, aggregate purchase price and percentage of equipment usage by industrial classification for equipment leased by the Fund under the operating and direct financing methods as of December 31, 2001: Operating Leases: Purchase Price Percentage of Type of Business of Equipment Total Equipment Manufacturing/Refining $775,391 87.80% Diversified Financial/Banking/Insurance 97,693 11.06 Telephone/Telecommunications 10,034 1.14 ________ ______ Totals $883,118 100.00% ======== ====== Direct Financing Leases: Purchase Price Percentage of Type of Business of Equipment Total Equipment Retailing/Consumer Goods $5,765,064 62.96% Manufacturing/Refining 2,212,459 24.16 Computers/Data Processing 1,069,464 11.68 Education 71,516 0.78 Diversified Financial/Banking/Insurance 38,069 0.42 __________ ______ Totals $9,156,572 100.00% ========== ====== 3 Item 2. PROPERTIES (Continued) Average Initial Term of Leases (in months): 37 Item 3. LEGAL PROCEEDINGS Not applicable. Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not applicable. 4 PART II Item 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS (a) The Fund's limited partnership units are not publicly traded. There is no market for the Fund's limited partnership units and it is unlikely that any will develop. (b) Number of Equity Security Holders: Number of Partners Title of Class as of December 31, 2001 Limited Partnership Interests 2,706 General Partnership Interest 1 Item 6. SELECTED FINANCIAL DATA

For the Years Ended December 31, 2001 2000 1999 1998 1997 ~~1996~~ Total Income $886,390 $1,369,434 $1,844,586 $6,764,079 $4,765,095 ~~$4,740,607~~ Net Income 333,548 412,064 429,662 245,744 423,226 ~~169,828~~ Distributions to Partners 420,000 360,000 300,000 300,000 300,011 ~~668,800~~ Net Income per Equivalent Limited Partnership Unit 10.42 13.75 14.42 8.18 14.22 ~~5.49~~ Weighted Average Number of Equivalent Limited Partnership Units Outstanding During the Year 29,713 29,679 29,502 29,663 29,471 ~~29,822~~

December 31, 2001 2000 1999 1998 1997 Total Assets $9,296,409 $9,381,474 $9,389,226 $9,392,891 $9,845,711 Equipment under Operating Leases and Equipment Held for Sale or Lease (Net) 801,290 1,035,279 1,756,936 2,744,228 5,186,967 Net Investment in Direct Financing Leases 4,008,473 6,111,432 5,426,656 3,545,522 126,057 Limited Partnership Units 75,264 75,264 75,264 75,294 75,294 Limited Partners 2,706 2,692 2,678 2,670 2,665

5 Item 7. 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 $886,390, $1,369,434 and $1,844,586 for the years ended December 31, 2001, 2000 and 1999, respectively. Earned income from direct financing leases and rental income from the leasing of equipment accounted for 81%, 88% and 77% of total revenues in 2001, 2000 and 1999, respectively. The decrease in total revenues in 2001 and 2000 was primarily attributable to the decrease in rental income. In 2001, rental income decreased by approximately $442,000 because of equipment that terminated and was sold during both 2001 and 2000. This decrease was mitigated by $7,000 of rents generated on equipment purchased during 2001. In 2000, rental income decreased by approximately $297,000 because of equipment that came off lease or terminated and was sold during both 2000 and 1999. Additionally, the fluctuation in earned income on direct financing leases also contributed to the decrease in total revenues in 2001 and mitigated the de- crease in total revenues in 2000. The decrease in this account in 2001 and the increase in this account in 2000 resulted from the net effect of the amortiza- tion of the unearned income using the interest method and the earned income recognized on new investments in direct financing leases made in 2001, 2000 and 1999. The Fund invested $919,992, $2,669,441 and $3,699,167 in direct financing leases during the years ended December 31, 2001, 2000 and 1999, respectively. The variation in interest income also affected the overall decrease in revenues in 2001 and 2000. Interest income increased in 2001 and decreased in 2000 because of fluctuating cash balances available for investment by the Fund as a result of the amount of funds invested in direct financing leases during the years ended December 31, 2001, 2000 and 1999. Furthermore, the Fund recognized a net gain on sale of equipment of $46,260, $52,789 and $226,430 for the years ended December 31, 2001, 2000 and 1999, respectively. The change in this account contributed to the overall decrease in revenues in 2001 and 2000, as well. Expenses were $552,842, $957,370 and $1,414,924 for the years ended December 31, 2001, 2000 and 1999, respectively. Depreciation expense comprised 34%, 60% and 56% of total expenses in 2001, 2000 and 1999, respectively. The decrease in expenses in 2001 and 2000 was primarily attributable to the decrease in depreciation expense. Depreciation expense decreased in 2001 and 2000 because of equipment that came off lease or terminated and was sold during 2001 and 2000. The decrease in write-down of equipment to net realizable value also contributed to the decrease in total expenses in both 2001 and 2000. Currently, the Fund's practice is to review the recoverability of its undepre- ciated costs of rental equipment quarterly. The Fund's policy, as part of this review, is to analyze such factors as releasing of equipment, technological developments and information provided in third party publications. There was no charge to write-down of equipment to net realizable value for the year ended December 31, 2001. In 2000 and 1999, approximately $16,000 and $174,000, respectively, was charged to write-down of equipment to net realizable value. 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 rec- ognizes gains, if any, upon actual sale of its rental equipment. Any future losses are dependent upon unanticipated technological developments affecting the types of equipment in the portfolio in subsequent years. General and administrative expense increased during the twelve months ended December 31, 6 Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) Results of Operations (Continued) 2001 and decreased during the twelve months ended December 31, 2000 because of the variation in the expenses incurred for the daily operations of the Fund. General and administrative expense to related party decreased between 2001, 2000 and 1999 as a result of a decrease in expenses charged by the General Partner or its parent company for services and materials provided to the Fund during these years. The Fund's net income was $333,548, $412,064 and $429,662 for the years ended December 31, 2001, 2000 and 1999, respectively. The earnings per equivalent limited partnership unit, after earnings allocated to the General Partner, were $10.42, $13.75 and $14.42 for the years ended December 31, 2001, 2000 and 1999, respectively. The weighted average number of equivalent limited partnership units outstanding were 29,713, 29,679 and 29,502 for the years ended December 31, 2001, 2000 and 1999, respectively. The Fund generated cash from operations, for the purpose of determining cash available for distribution, of $474,217, $950,373 and $1,164,825 during the years ended December 31, 2001, 2000 and 1999, respectively. The Fund distributed $315,000, $285,000 and $225,000 of those amounts during the period April 1 through December 31, 2001, 2000 and 1999, respectively. During the first quarter of 2002, 2001 and 2000, the Fund distributed $2,070,000, $105,000 and $75,000 to partners, respectively. 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 is currently in the process of dissolution. As provided in the Restated Limited Partnership Agreement, the assets of the Fund 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 for lease terms consistent with the plan of dissolution. The Fund purchased $10,034 of equipment under operating leases during 2001. There was no equip- ment purchased subject to operating leases in 2000 and 1999. The Fund in- vested in $919,992, $2,669,441 and $3,699,167 of direct financing leases during the twelve months ended December 31, 2001, 2000 and 1999, respectively. 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 during the next twelve month period. 7 Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The response to this Item is submitted as a separate section of this report commencing on page F-1. Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE Not applicable. 8 PART III Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT In December 2001, the General Partner's Certificate of Incorporation was amended to change the name of the General Partner of the Fund from F.L. Partnership Management, Inc. to LEAF Financial Corporation (LEAF). LEAF Financial Corporation is a wholly owned subsidiary of Resource Leasing, Inc. which is a wholly owned subsidiary of Resource America, Inc. (Resource America). The Directors and Executive Officers of LEAF are: CRIT S. DEMENT, age 49, Chairman, President and Chief Executive Officer of LEAF since November 2001. President of Fidelity Leasing, Inc. and its successor, the Technology Finance Group of CitiCapital Vendor Finance from 1996 to 2001. Vice President of Marketing for Tokai Financial Services from 1987 through 1996. EDWARD E. COHEN, age 62, Director of LEAF since November 2001. Chairman of the Board of Resource America since 1990, President of Resource America since 2000 and Chief Executive Officer and a Director of Resource America since 1988. Chairman of the Managing Board of Directors of Atlas Pipeline Partners GP, LLC (a wholly owned subsidiary of Resource America that is the general partner of a publicly traded limited partnership that owns and operates natural gas pipelines) since its formation in 1999. Chairman of the Board of Directors of Brandywine Construction & Management, Inc. (a property management company) since 1994. Mr. Cohen is the father of Jonathan Z. Cohen. JONATHAN Z. COHEN, age 31, Director of LEAF since November 2001. Execu- tive Vice President of Resource America since 2001, Senior Vice President of Resource America from 1999 to 2001. Vice Chairman of the Managing Board of Atlas Pipeline Partners GP, LLC since its formation in 1999. Trustee and Secretary of RAIT Investment Trust (a publicly traded real estate investment trust) since 1997. Mr. Cohen is the son of Edward E. Cohen. MILES HERMAN, age 42, Vice President and a Director of LEAF since November 2001. Held various senior operational offices with Fidelity Leasing, Inc. and its successor from 1998 to 2001. Held several management positions in sales, marketing and operations at Tokai Financial Services from 1983 to 1998. FREDDIE M. KOTEK, age 46, Director of LEAF since 1996. Senior Vice President of Resource America since 1995. President of Resource Leasing, Inc. since 1995. MARIANNE T. SCHUSTER, age 43, Vice President and Treasurer of LEAF since 1984. 9 Item 11. EXECUTIVE COMPENSATION The following table sets forth information relating to the aggregate compensation earned by the General Partner of the Fund during the year ended December 31, 2001: Name of Individual or Capacities in Number in Group Which Served Compensation LEAF Financial Corporation General Partner $82,896(1) ======= (1) This amount does not include the General Partner's share of cash distributions made to all partners. Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT (a) Based upon a review of Schedule 13D as filed with the Securities and Exchange Commission, the table set forth below outlines the persons or groups known to the Fund that own more than 5% of the Fund's outstanding securities either beneficially or of record. Name of Individual Number of or Group Units Owned James S. and Danea T. Riley 7,319.30 (1) Odd Lot Liquidity Fund, LLC 7,319.30 (2) Sierra Fund 4, LLC 7,319.30 (3) (1) Amount represents beneficial ownership interest through ownership of Odd Lot Liquidity Fund, LLC and Sierra Fund 4, LLC which own 3,992.74 units and 3,326.56 units, respectively, of the outstanding limited partnership units of the Fund. (2) Amount represents direct ownership by Odd Lot Liquidity Fund, LLC of 3,992.74 units and beneficial ownership of 3,326.56 units by virtue of group membership and affiliate status with Sierra Fund 4, LLC. (3) Amount represents direct ownership by Sierra Fund 4, LLC of 3,326.56 units and beneficial ownership of 3,992.74 units by virtue of group membership and affiliate status with Odd Lot Liquidity Fund, LLC. (b) In 1989, the General Partner contributed $1,000 to the capital of the Fund but it does not own any of the Fund's outstanding securities. No individual director or officer of LEAF Financial Corporation nor such directors or officers as a group, owns more than one percent of the Fund's outstanding securities. The General Partner owns a general partnership interest which entitles it to receive 1% of cash distributions until the Limited Partners have received an amount equal to the purchase price of their units plus a 12% compounded priority 10 Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT (Continued) return; thereafter 10%. The General Partner will also share in net income equal to the greater of its cash distributions or 1% of net income or to the extent there are losses, 1% of such losses. (c) There are no arrangements known to the Fund that would, at any subsequent date, result in a change in control of the Fund. Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS During the year ended December 31, 2001, the Fund was charged by the General Partner $82,896 of management fees. The General Partner will continue to receive 5% or 2% of rental payments on equipment under operating leases and full pay-out leases, respectively, for administrative and management services performed on behalf of the Fund. Full pay-out leases are noncancellable leases for which rental payments during the initial term of the lease are at least sufficient to recover the purchase price of the equipment, including acquisition fees. All of the direct financing leases in which the Fund has invested meet the criteria for a full pay-out lease and pay a 2% management fee to the General Partner. 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 receives 1% of cash distributions until the Limited Partners have received an amount equal to the purchase price of their units plus a 12% compounded priority return. Thereafter, the General Partner will receive 10% of cash distributions. During the year ended December 31, 2001, the General Partner received $4,200 of cash distributions. The Fund incurred $158,110 of reimbursable costs to the General Partner and its parent company for services and materials provided in connection with the administration of the Fund during 2001. 11 PART IV Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) (1) and (2) The response to this portion of Item 14 is submitted as a separate section of this report commencing on page F-1. (a) (3) and (c) Exhibits (numbered in accordance with Item 601 of Regulation S-K) Exhibit Numbers Description Page Number 3(a) & (4) Amended and Restated Agreement * of Limited Partnership (9) not applicable (10) not applicable (11) not applicable (12) not applicable (13) not applicable (18) not applicable (19) not applicable (22) not applicable (23) not applicable (24) not applicable (25) not applicable (28) not applicable * Incorporated by reference. 12 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. FIDELITY LEASING INCOME FUND VI, L.P. A Delaware limited partnership By: LEAF FINANCIAL CORPORATION /s/ Crit S. DeMent By: ___________________________ Crit S. DeMent, Chairman and President Dated March 28, 2002 Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons, on behalf of the Registrant and in the capacities and on the date indicated: Signature Title Date /s/ Crit S. DeMent ____________________________ Chairman of the Board of Directors 3-28-02 Crit S. DeMent and President of LEAF Financial Corporation (Principal Executive Officer) /s/ Miles Herman ____________________________ Vice President and Director of 3-28-02 Miles Herman LEAF Financial Corporation /s/ Freddie M. Kotek ____________________________ Director of LEAF Financial Corporation 3-28-02 Freddie M. Kotek /s/ Marianne T. Schuster ____________________________ Vice President and Treasurer of 3-28-02 Marianne T. Schuster LEAF Financial Corporation (Principal Financial Officer) 13 INDEX TO FINANCIAL STATEMENTS AND SCHEDULES Pages Report of Independent Certified Public Accountants F-2 Balance Sheets as of December 31, 2001 and 2000 F-3 Statements of Operations for the years ended December 31, 2001, 2000 and 1999 F-4 Statements of Partners' Capital for the years ended December 31, 2001, 2000 and 1999 F-5 Statements of Cash Flows for the years ended December 31, 2001, 2000 and 1999 F-6 Notes to Financial Statements F-7 - F-13 All schedules have been omitted because the required information is not applicable or is included in the Financial Statements or Notes thereto. F-1 Report of Independent Certified Public Accountants The Partners Fidelity Leasing Income Fund VI, L.P. We have audited the accompanying balance sheets of Fidelity Leasing Income Fund VI, L.P. as of December 31, 2001 and 2000, and the related statements of operations, partners' capital and cash flows for each of the three years in the period ended December 31, 2001. These financial state- ments are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the finan- cial statements are free of material misstatement. An audit includes examin- ing, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting princi- ples used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Fidelity Leasing Income Fund VI, L.P. as of December 31, 2001 and 2000, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2001 in conformity with accounting principles generally accepted in the United States of America. Grant Thornton LLP Philadelphia, Pennsylvania February 14, 2002 F-2 FIDELITY LEASING INCOME FUND VI, L.P. BALANCE SHEETS ASSETS

December 31, 2001 2000 ~~1999~~ Cash and cash equivalents $14,~~982~~177,~~752~~291 $1,~~983~~982,~~958~~752 Accounts receivable 291,958 209,878 ~~185,135~~ Due from related parties 17,397 42,133 36Net investment in direct financing leases 4,~~541~~008,473 6,111,432 Equipment under operating leases (net of accumulated depreciation of $1513,~~296,798~~083 and $1,~~649~~296,~~475~~798, respectively) 370,035 603,611 ~~1,299,505 Net investment in direct financing leases 6,111,432 5,426,656~~ Equipment held for sale or lease 431,~~668~~255 ~~457,~~431,668 __________ __________ Total assets $9,~~381~~296,~~474~~409 $9,~~389~~381,~~226~~474 ========== ========== LIABILITIES AND PARTNERS' CAPITAL Liabilities: Lease rents paid in advance $ 3555,~~179~~888 $ 9235,~~659~~179 Accounts payable and accrued expenses 19,889 36,415 ~~40,832~~ Due to related parties 25,248 28,044 ~~25,963~~ __________ __________ Total liabilities 101,025 99,638 ~~159,454~~ Partners' capital 9,~~281~~195,~~836~~384 9,~~229~~281,~~772~~836 __________ __________ Total liabilities and partners' capital $9,~~381~~296,~~474~~409 $9,~~389~~381,~~226~~474 ========== ==========

The accompanying notes are an integral part of these financial statements. F-3 FIDELITY LEASING INCOME FUND VI, L.P. STATEMENTS OF OPERATIONS

For the years ended December 31, 2001 2000 1999 ~~1998~~ Income: ~~Rentals $ 696,191 $ 992,807 $6,324,748~~ Earned income on direct financing leases $455,118 $ 504,019 $ 420,461 ~~140~~Rentals 261,~~128~~002 696,191 992,807 Interest 104,399 80,988 161,923 ~~95,069~~ Gain on sale of equipment, net 46,260 52,789 226,430 ~~180,509~~ Other 19,611 35,447 42,965 ~~23,625~~________ __________ __________ ~~__________~~886,390 1,369,434 1,844,586 ~~6,764,079~~________ __________ __________ ~~__________~~ Expenses: Depreciation 186,929 575,098 788,056 ~~5,382,228~~ Write-down of equipment to net realizable value - 16,000 173,537 ~~398,530~~ General and administrative 124,907 118,804 147,586 ~~153,055~~ General and administrative to related party 158,110 162,886 212,510 ~~257,295~~ Management fee to related party 82,896 84,582 93,235 ~~327,227~~________ __________ __________ ~~__________~~552,842 957,370 1,414,924 ~~6,518,335~~________ __________ __________ ~~__________~~ Net income $333,548 $ 412,064 $ 429,662 ~~$ 245,744~~ ========== ========== ========== Net income per equivalent limited partnership unit $ 10.42 $ 13.75 $ 14.42 ~~$ 8.18~~ ========== ========== ========== Weighted average number of equivalent limited partnership units outstanding during the year 29,~~679~~713 29,~~502~~679 29,~~663~~502 ========== ========== ==========

The accompanying notes are an integral part of these financial statements. F-4 FIDELITY LEASING INCOME FUND VI, L.P. STATEMENT OF PARTNERS' CAPITAL

For the years ended December 31, ~~2000~~2001, ~~1999~~2000 and ~~1998~~1999 General Limited Partners Partner Units Amount Total _______ ____________________ _____ Balance, January 1, ~~1998~~1999 $ 2,982 75,294 $9,~~154~~100,~~920~~664 $9,~~157~~103,~~902~~646 Cash distributions (3,000) - (297,000) (300,000) Redemptions - (30) (3,536) (3,536) Net income 34,~~000~~297 - ~~242~~425,~~744~~365 ~~245~~429,~~744~~662 ~~______~~_______ ______ __________ __________ Balance, December 31, ~~1998~~1999 24,~~982~~279 75,~~294~~264 9,~~100~~225,~~664~~493 9,~~103~~229,~~646~~772 Cash distributions (3,~~000~~600) - (~~297~~356,~~000~~400) (~~300~~360,000) ~~Redemptions - (30) (3,536) (3,536)~~ Net income 4,~~297~~121 - ~~425~~407,~~365~~943 ~~429~~412,~~662~~064 ~~______~~_______ ______ __________ __________ Balance, December 31, ~~1999~~2000 4,~~279~~800 75,264 9,~~225~~277,~~493~~036 9,~~229~~281,~~772~~836 Cash distributions (34,~~600~~200) - (~~356~~415,~~400~~800) (~~360~~420,000) Net income 423,~~121~~850 - ~~407~~309,~~943~~698 ~~412~~333,~~064~~548 ~~______~~_______ ______ __________ __________ Balance, December 31, ~~2000~~2001 $424,~~800~~450 75,264 $9,~~277~~170,~~036~~934 $9,~~281~~195,~~836~~384 ======= ====== ========== ==========

The accompanying notes are an integral part of this financial statement. F-5 FIDELITY LEASING INCOME FUND VI, L.P. STATEMENTS OF CASH FLOWS

For the years ended December 31, 2001 2000 1999 ~~1998~~ Cash flows from operating activities: Net income $ 333,548 $ 412,064 $ 429,662 ~~$ 245,744~~ __________ __________ __________ Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 186,929 575,098 788,056 ~~5,382,228~~ Write-down of equipment to net realizable value - 16,000 173,537 ~~398,530 (~~Gain) ~~loss~~ on sale of equipment, net (46,260) (52,789) (226,430) (~~180,509) (~~Increase) decrease in accounts receivable (82,080) (24,743) (82,472) ~~78,109~~ (Increase) decrease in due from related parties 24,736 (5,592) 71,610 ~~(26,061)~~ Increase (decrease) in lease rents paid in advance 20,709 (57,480) 47,448 ~~(66,711)~~ Increase (decrease) in accounts payable and accrued expenses (16,526) (4,417) (8,888) ~~(55,305)~~ Increase (decrease) in due to related parties (2,796) 2,081 (137,503) ~~(291,299)~~ Increase (decrease) in accounts payable - equipment - - (30,848) ~~14,751~~ __________ __________ __________ 84,712 448,158 594,510 ~~5,253,733~~ __________ __________ __________ Net cash provided by operating activities 418,260 860,222 1,024,172 ~~5,499,477~~ __________ __________ __________ Cash flows from investing activities: Acquisition of equipment ~~- -~~ (310,~~893,271~~034) - - Investment in direct financing leases (919,992) (2,669,441) (3,699,167) ~~(3,824,885)~~ Proceeds from direct financing leases, net of earned income 3,022,951 1,984,665 1,818,032 ~~405,416~~ Proceeds from sale of equipment 103,354 183,348 252,130 ~~735,765~~ __________ __________ __________ Net cash provided by (used in) investing activities 2,196,279 (501,428) (1,629,005) ~~(6,576,975)~~ __________ __________ __________ Cash flows from financing activities: Distributions (~~360~~420,000) (~~300~~360,000) (300,000) Redemptions of capital - - (3,536) -__________ ~~_________~~ __________ __________ Net cash used in financing activities (~~360~~420,000) (~~303~~360,~~536~~000) (~~300~~303,~~000~~536) __________ __________ __________ ~~Decrease~~Increase (decrease) in cash and cash equivalents 2,194,539 (1,206) (908,369) ~~(1,377,498)~~ Cash and cash equivalents, beginning of year 1,982,752 1,983,958 2,892,327 ~~4,269,825~~ __________ __________ __________ Cash and cash equivalents, end of year $4,177,291 $1,982,752 $1,983,958 ~~$2,892,327~~ ========== ========== ==========

The accompanying notes are an integral part of these financial statements. F-6 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS 1. ORGANIZATION AND NATURE OF BUSINESS Fidelity Leasing Income Fund VI, L.P. (the Fund) was formed in January 1989. In December 2001, the General Partner's Certificate of Incorporation was amended to change the name of the General Partner of the Fund from F.L. Partnership Management, Inc. to LEAF Financial Corporation (LEAF). LEAF Financial Corporation is a wholly owned subsidiary of Resource Leasing, Inc. which is a wholly owned subsidiary of Resource America, Inc. (Resource Amer- ica). The Fund is managed by the General Partner. The Fund's limited partner- ship interests are not publicly traded. There is no market for the Fund's limited partnership interests and it is unlikely that any will develop. The Fund acquires computer equipment including printers, tape storage devices, data communications equipment, computer terminals, technical workstations and net- working equipment, as well as other electronic equipment, that is leased to third parties throughout the United States on a short-term basis. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Concentration of Credit Risk Financial instruments that potentially subject the Fund to concentra- tions of credit risk consist principally of temporary cash investments. The Fund places its temporary investments in money market savings accounts. Concentrations of credit risk with respect to accounts receivables are limited due to the dispersion of the Fund's lessees over different industries and geographies. Impairment of Long-Lived Assets The Fund reviews its assets to determine if it has any long-lived assets that are carried on the books for an amount that may not be recoverable. If it is determined that an asset's estimated future cash flows will not be suf- ficient to recover its carrying amount, an impairment charge will be recorded. Equipment Held for Sale or Lease Equipment held for sale or lease is carried at its estimated net real- izable value. Use of Estimates In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management is required 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. F-7 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS (Continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Accounting for Leases The Fund's leasing operations consist of both direct financing and operating leases. Under the direct financing method of accounting for leases, income (the excess of the aggregate future rentals and estimated unguaranteed residuals upon expiration of the lease over the related equip- ment cost) is recognized over the life of the lease using the interest method. Under the operating method of accounting for leases, the cost of the leased equipment is recorded as an asset and depreciated on a straight-line basis over its estimated useful life, up to seven years. Acquisition fees associated with lease placements are allocated to equipment when purchased and depreciated as part of equipment cost. Rental income consists primarily of monthly periodic rentals due under the terms of the leases. Generally, during the remaining terms of existing operating leases, the Fund will not recover all of the undepreciated cost and related expenses of its rental equip- ment and is prepared to remarket the equipment in future years. Upon sale or other disposition of assets, the cost and related accumulated depreciation are removed from the accounts and the resulting gain or loss, if any, is reflected in income. Income Taxes Federal and State income tax regulations provide that taxes on the income or benefits from losses of the Fund are reportable by the partners in their individual income tax returns. Accordingly, no provision for such taxes has been made in the accompanying financial statements. Statements of Cash Flows For purposes of the statements of cash flows, the Fund considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. Net Income per Equivalent Limited Partnership Unit Net income per equivalent limited partnership unit is computed by dividing net income allocated to limited partners by the weighted average number of equivalent limited partnership units outstanding during the year. The weighted average number of equivalent units outstanding during the year is computed based on the weighted average monthly limited partners' capital account balances, converted into equivalent units at $500 per unit. 3. ALLOCATION OF PARTNERSHIP INCOME, LOSS AND CASH DISTRIBUTIONS Cash distributions, if any, are made monthly as follows: 99% to the Limited Partners and 1% to the General Partner, until the Limited Partners have received an amount equal to the purchase price of their units, plus a F-8 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS (Continued) 3. ALLOCATION OF PARTNERSHIP INCOME, LOSS AND CASH DISTRIBUTIONS (Continued) 12% compounded priority return (an amount equal to 12% compounded annually on the portion of the purchase price not previously distributed); thereafter, 90% to the Limited Partners and 10% to the General Partner. Net Losses are allocated 99% to the Limited Partners and 1% to the General Partner. The General Partner is allocated Net Income equal to its cash distributions, but not less than 1% of Net Income, with the balance allocated to the Limited Partners. Net Income (Losses) allocated to the Limited Partners are allocated to individual limited partners based on the ratio of the daily weighted average partner's net capital account balance (after deducting related commission expense) to the total daily weighted average of the Limited Partners' net capital account balances. 4. EQUIPMENT LEASED The Fund's direct financing leases are for initial lease terms ranging from 8 to 59 months. Unguaranteed residuals for direct financing leases represent the estimated 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 is below the estimated residual value, an adjustment is made. The approximate net investment in direct financing leases as of Decem- ber 31, 2001 is as follows: Minimum lease payments to be received $3,449,000 Unguaranteed residuals 812,000 Unearned rental income (196,000) Unearned residual income (57,000) __________ $4,008,000 ========== Equipment on lease consists of equipment under operating leases. The lessees have agreements with the manufacturer to provide maintenance for the leased equipment. The Fund's operating leases are for initial lease terms of 3 to 60 months. 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 recog- nizes gains upon actual sale of its rental equipment. As a result, there was no charge to write-down of equipment to net realizable value for the year ended December 31, 2001. In 2000 and 1999, approximately $16,000 and $174,000, respectively, was charged to write-down of equipment to net realizable value. Any future losses are dependent upon unanticipated technological developments affecting the equipment in subsequent years. F-9 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS (Continued) 4. EQUIPMENT LEASED (Continued) The future approximate minimum rentals to be received on noncancellable direct financing and operating leases as of December 31 are as follows: Direct Financing Operating 2002 $2,533,000 $189,000 2003 843,000 117,000 2004 73,000 - __________ ________ $3,449,000 $306,000 ========== ======== 5. RELATED PARTY TRANSACTIONS The General Partner receives 5% or 2% of rental payments from equipment under operating leases and full pay-out leases, respectively, for adminis- trative and management services performed on behalf of the Fund. Full pay- out leases are noncancellable leases for which the rental payments due during the initial term of the lease 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 calendar 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. 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. Following is a summary of fees and costs of services and materials charged by the General Partner and its parent company during the years ended December 31: 2001 2000 1999 Management fee $ 82,896 $ 84,582 $ 93,235 Reimbursable costs 158,110 162,886 212,510 During 2001, the Fund transferred its checking and investment accounts from Hudson United Bank to The Bancorp.com, Inc. (TBI). The son and the spouse of the Chairman of Resource America, Inc. are the Chairman and Chief Executive Officer, respectively, of TBI. The Fund maintains a normal banking relation- ship with TBI. F-10 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS (Continued) 5. RELATED PARTY TRANSACTIONS (Continued) Amounts due from related parties at December 31, 2001 and 2000 represent monies due to 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 December 31, 2001 and 2000 represent monies due to the General Partner for the fees and costs mentioned above, as well as, rentals and sales proceeds collected by the Fund on behalf of other affiliated funds. 6. MAJOR CUSTOMERS For the year ended December 31, 2001, three customers accounted for 45%, 22% and 19% of the Fund's rental income. For the year ended December 31, 2000, five customers accounted for 21%, 18%, 16%, 14% and 13% of the Fund's rental income. For the year ended December 31, 1999, three customers accounted for 14%, 13% and 10% of the Fund's rental income and two customers accounted for 12% each of the Fund's rental income. 7. CASH DISTRIBUTIONS Below is a summary of the cash distributions paid to partners during the years ended December 31: For the Quarter Ended 2001 2000 1999

March $ 75105,000 $ 75,000 $ 75,000 June 75105,000 75,000 75,000 September 105,000 ~~100~~105,000 75100,000 December 105,000 50105,000 7550,000 ________ ________ ________ $~~360~~420,000 $~~300~~360,000 $300,000 ======== ======== ========

In addition, the General Partner declared and paid two cash distri- butions of $35,000 each and one cash distribution of $2,000,000 in February 2002 for each of the months ended October 31, November 30 and December 31, 2001, for an aggregate of $2,070,000 to all admitted partners as of October 31, November 30 and December 31, 2001. F-11 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS (Continued) 8. SUMMARY OF QUARTERLY RESULTS (UNAUDITED) The following table summarizes the results of operations on a quarterly basis during 2001 and 2000: 2001 ---------------------------------------- Fourth Third Second First Quarter Quarter Quarter Quarter ------- ------- ------- ------- Income: Earned income on direct financing leases $ 94,844 $106,871 $125,109 $128,294 Rentals 49,409 44,325 71,247 96,022 Interest 29,001 30,464 24,672 20,262 Gain on sale of equipment, net - - 3,152 43,107 Other 3,706 8,663 2,801 4,441 ________ ________ ________ ________ Total income 176,960 190,323 226,981 292,126 ________ ________ ________ ________ Expenses: Depreciation 36,081 32,735 36,735 81,378 General and administrative 26,415 35,862 32,181 30,449 General and administrative to related party 46,559 43,111 35,289 33,151 Management fee to related party 21,177 20,320 20,223 21,176 ________ ________ ________ ________ Total expenses 130,232 132,028 124,428 166,154 ________ ________ ________ ________ Net income $ 46,728 $ 58,295 $102,553 $125,972 ======== ======== ======== ======== Net income per equivalent limited partnership unit $ .89 $ 1.93 $ 3.41 $ 4.19 ======== ======== ======== ========

F-12 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS (Continued) 8. SUMMARY OF QUARTERLY RESULTS (UNAUDITED) (Continued) 2000 ---------------------------------------- Fourth Third Second First Quarter Quarter Quarter Quarter ------- ------- ------- ------- Income: Earned income on direct financing leases $150,052 $119,550 $126,476 $107,941 Rentals 126,700 182,584 179,115 207,792 Interest 16,251 18,904 18,833 27,000 Gain on sale of equipment, net 3,144 53,644 6,800 - Other 5,688 10,233 17,585 1,941 ________ ________ ________ ________ Total income 301,835 384,915 348,809 344,674 ________ ________ ________ ________ Expenses: Depreciation 109,749 130,823 156,140 178,386 Write-down of equipment to net realizable value - 16,000 - - General and administrative 30,970 28,601 18,996 40,237 General and administrative to related party 52,411 39,279 34,726 36,470 Management fee to related party 21,481 21,636 21,219 20,246 Loss on sale of equipment, net - - - 10,799 ________ ________ ________ ________ Total expenses 214,611 236,339 231,081 286,138 ________ ________ ________ ________ Net income $ 87,224 $148,576 $117,728 $ 58,536 ======== ======== ======== ======== Net income per equivalent limited partnership unit $ 2.90 $ 4.96 $ 3.94 $ 1.95 ======== ======== ======== ========

F-13

Filing Compare · FIDELITY LEASING INCOME FUND VI LP