Southwest Royalties Inc Income Fund VI – ‘10-K’ for 12/31/95

As of:  Tuesday, 3/26/96   ·   For:  12/31/95   ·   Accession #:  782149-96-18   ·   File #:  0-15411

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Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                         52    154K 
 2: EX-27       Financial Data Schedule (Pre-XBRL)                     1      8K 
 3: EX-99.A     Investor Listing @ 6/30/95                            79    507K 
 4: EX-99.B     Investor Listing @ 12/31/95                           79    506K 

10-K   —   Annual Report
Document Table of Contents

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FORM 10-K     
SECURITIES AND EXCHANGE COMMISSION      
WASHINGTON, D.C.  20549     
(Mark One)                                                                      

[x]  Annual report pursuant to Section 13 or 15(d) of the Securities Exchange   
Act of 1934 [Fee Required]                                        

For the fiscal year ended December 31, 1995                                     

OR      

[ ]  Transition report pursuant to Section 13 or 15(d) of the Securities        
Exchange Act of 1934 [No Fee Required]                            

For the transition period from                      to                          

Commission File Number 0-15411                                                  

Southwest Royalties, Inc. Income Fund VI      
(Exact name of registrant as specified in     
its limited partnership agreement)      

Tennessee                                                   75-2127812          
(State or other jurisdiction                             (I.R.S. Employer       
of incorporation or organization)                       Identification No.)     

407 N. Big Spring, Suite 300, Midland, Texas                  79701             
(Address of principal executive office)                     (Zip Code)          

Registrant's telephone number, including area (915) 686-9927                    

Securities registered pursuant to Section 12(b) of the Act:     

None      

Securities registered pursuant to Section 12(g) of the Act:     

limited partnership interests     

  Indicate by check mark whether registrant (1) has filed 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 if disclosure of delinquent filers pursuant to 
Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein,   
and will not be contained, to the best of registrant's knowledge, in            
definitive proxy or information statements incorporated by reference in         
Part III of this Form 10-K or any amendment to this Form 10-K.     [x]          

The registrant's outstanding securities consist of Units of limited   
partnership interests for which there exists no established public market       
from which to base a calculation of aggregate market value.                     

The total number of pages contained in this report is 44.  The exhibit
index is found on page 45.                                                      

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Table of Contents     

Item                                                                   Page     

Part I      

1.   Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3     

2.   Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6     

3.   Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . . . . 8     

4.   Submission of Matters to a Vote of Security Holders. . . . . . . . 8     

Part II     

5.   Market for the Registrant's Common Equity and Related                    
Stockholder Matters. . . . . . . . . . . . . . . . . . . . . . . . 9

6.   Selected Financial Data. . . . . . . . . . . . . . . . . . . . . .10     

7.   Management's Discussion and Analysis of                                  
Financial Condition and Results of Operations. . . . . . . . . . .11

8.   Financial Statements and Supplementary Data. . . . . . . . . . . .18     

9.   Changes in and Disagreements with Accountants                            
on Accounting and Financial Disclosure . . . . . . . . . . . . . .32

Part III      

10.   Directors and Executive Officers of the Registrant . . . . . . . .33      

11.   Executive Compensation . . . . . . . . . . . . . . . . . . . . . .36      

12.   Security Ownership of Certain Beneficial Owners                           
and Management . . . . . . . . . . . . . . . . . . . . . . . . . .36

13.   Certain Relationships and Related Transactions . . . . . . . . . .39      

Part IV     

14.   Exhibits, Financial Statement Schedules and Reports                       
on Form 8-K. . . . . . . . . . . . . . . . . . . . . . . . . . . .40

Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . .44

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Part I      

Item 1.   Business                                                              

General                                                                         

  Southwest Royalties, Inc. Income Fund VI (the "Partnership" or
"Registrant") was organized as a Tennessee limited partnership on December 4,   
1986.  The offering of limited partnership interests began August 25, 1986,     
reached minimum capital requirements on October 3, 1986, and concluded          
January 29, 1987.  The Partnership has no subsidiaries.                         

      The Partnership has expended its capital and acquired interests in
producing oil and gas properties.  After such acquisitions, the Partnership     
has produced and marketed the crude oil and natural gas produced from such      
properties.  In most cases, the Partnership purchased royalty or overriding     
royalty interests and working interests in oil and gas properties that were     
converted into net profits interests or other nonoperating interests.  The      
Partnership purchased either all or part of the rights and obligations under    
various oil and gas leases.                                                     

     The principal executive offices of the Partnership are located at
407 N. Big Spring, Suite 300, Midland, Texas, 79701.  The managing general      
partner of the Partnership, Southwest Royalties, Inc. (the "Managing General    
Partner") and its staff of 160 individuals, together with certain independent   
consultants used on an "as-needed" basis, perform various services on behalf    
of the Partnership, including the selection of oil and gas properties and the   
marketing of production from such properties.  H. H. Wommack, III, a            
stockholder, director, President and Treasurer of the Managing General          
Partner, is also a general partner.  The Partnership has no employees.          

Principal Products, Marketing and Distribution                                  

    The Partnership has acquired and holds royalty interests and net
profit interests in oil and gas properties located in Texas, New Mexico,        
Wyoming, Illinois, Colorado and Oklahoma.  All activities of the Partnership    
are confined to the continental United States.  All oil and gas produced from   
these properties is sold to unrelated third parties in the oil and gas          
business.                                                                       

The revenues generated from the Partnership's oil and gas   
activities are dependent upon the current market for oil and gas.  With some    
periodic exceptions, since the early 1980's, there has been a worldwide         
oversupply of oil and gas; therefore, market prices have declined               
significantly.  In the latter part of 1990 and early 1991, the Persian Gulf     
crisis resulted in a short period of increased oil prices, with such prices     
again falling following the cessation of hostilities.  The prices received by   
the Partnership for its oil production depend upon numerous factors beyond      
the Partnership's control, including competition, economic, political and       
regulatory developments and competitive energy sources, and make it             
particularly difficult to estimate future prices of oil and natural gas.        

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  For the last few years, the natural gas industry in the United
States has been affected generally by a decline in demand for natural gas, a    
surplus in available natural gas, and enhanced delivery capability causing a    
general deterioration in natural gas prices.                                    

    Following is a table of the ratios of revenues received from oil
and gas production for the last three years:                                    

Oil        Gas

1995         48%        52%             
1994         48%        52%             
1993         51%        49%             

    As the table indicates, the Partnership's revenue is almost evenly
divided between its oil and gas production, the Partnership revenues will be    
highly dependent upon the future prices and demands for oil and gas.            

Seasonality of Business                                                         

     Although the demand for natural gas is highly seasonal, with higher
demand in the colder winter months and in very hot summer months, the           
Partnership has been able to sell all of its natural gas, either through        
contracts in place or on the spot market at the then prevailing spot market     
price.  As a result, the volumes sold by the Partnership have not fluctuated    
materially with the change of season.                                           

Customer Dependence                                                             

     No material portion of the Partnership's business is dependent on a
single purchaser, or a very few purchasers, where the loss of one would have    
a material adverse impact on the Partnership.  Four purchasers accounted for    
62% of the Partnership's total oil and gas production during 1995: Nustar       
Joint Venture, Aquila Southwest Pipeline, Scurlock Permian Corp. and Enron      
Oil and Transportation purchased 27%, 14%, 11% and 10%, respectively.  Three    
purchasers accounted for 48% of the Partnership's total oil and gas             
production during 1994:  Nustar Joint Venture, Aquila Southwest Pipeline and    
Scurlock Permian Corp. purchased 22%, 15% and 11%, respectively.  Four          
purchasers accounted for 55% of the Partnership's total oil and gas             
production during 1993:  Hunt Gas Marketing Corporation, Scurlock Permian       
Corporation, Aquila Southwest Pipeline and Enron Oil & Transportation           
purchased 17%, 14%, 13% and 11%, respectively.  In the event any of these       
purchasers were to discontinue purchasing the Partnership's production, the     
Managing General Partner believes that a substitute purchaser or purchasers     
could be located without undue delay.  No other purchaser accounted for an      
amount equal to or greater than 10% of the Partnership's sales of oil and gas   
production.                                                                     

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Competition                                                                     

     Because the Partnership has utilized all of its funds available for
the acquisition of net profits or royalty interests in producing oil and gas    
properties, it is not subject to competition from other oil and gas property    
purchasers.  See Item 2, Properties.                                            

     Factors that may adversely affect the Partnership include delays in
completing arrangements for the sale of production, availability of a market    
for production, rising operating costs of producing oil and gas and complying   
with applicable water and air pollution control statutes, increasing costs      
and difficulties of transportation, and marketing of competitive fuels.         
Moreover, domestic oil and gas must compete with imported oil and gas and       
with coal, atomic energy, hydroelectric power and other forms of energy.        

Regulation                                                                      

    Oil and Gas Production - The production and sale of oil and gas is
subject to federal and state governmental regulation in several respects,       
such as existing price controls on natural gas and possible price controls on   
crude oil, regulation of oil and gas production by state and local              
governmental agencies, pollution and environmental controls and various other   
direct and indirect regulation.  Many jurisdictions have periodically imposed   
limitations on oil and gas production by restricting the rate of flow for oil   
and gas wells below their actual capacity to produce and by imposing acreage    
limitations for the drilling of wells.  The federal government has the power    
to permit increases in the amount of oil imported from other countries and to   
impose pollution control measures.                                              

 Various aspects of the Partnership's oil and gas activities are
regulated by administrative agencies under statutory provisions of the states   
where such activities are conducted and by certain agencies of the federal      
government for operations on Federal leases.  Moreover, certain prices at       
which the Partnership may sell its natural gas production are controlled by     
the Natural Gas Policy Act of 1978, the Natural Gas Wellhead Decontrol Act of   
1989 and the regulations promulgated by the Federal Energy Regulatory           
Commission.                                                                     

     Environmental- The Partnership's oil and gas activities are subject
to extensive federal, state and local laws and regulations governing the        
generation, storage, handling, emission, transportation and discharge of        
materials into the environment.  Governmental authorities have the power to     
enforce compliance with their regulations, and violations carry substantial     
penalties.  This regulatory burden on the oil and gas industry increases its    
cost of doing business and consequently affects its profitability.  The         
Managing General Partner is unable to predict what, if any, effect compliance   
will have on the Partnership.                                                   

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    Industry Regulations and Guidelines - Certain industry regulations
and guidelines apply to the registration, qualification and operation of oil    
and gas programs in the form of limited partnerships. The Partnership is        
subject to these guidelines which regulate and restrict transactions between    
the Managing General Partner and the Partnership.  The Partnership will         
comply with these guidelines and the Managing General Partner does not          
anticipate that compliance will have a material adverse effect on Partnership   
operations.                                                                     

Partnership Employees                                                           

 The Partnership has no employees; however, the Managing General
Partner has a staff of geologists, engineers, accountants, landmen and          
clerical staff who engage in Partnership activities and operations and          
perform additional services for the Partnership as needed.  In addition to      
the Managing General Partner's staff, the Partnership engages independent       
consultants such as petroleum engineers and geologists as needed.  As of        
December 31, 1995, there were 160 individuals directly employed by the          
Managing General Partner in various capacities.                                 

Item 2.  Properties                                                             

In determining whether an interest in a particular producing  
property was to be acquired, the Managing General Partner considered such       
criteria as estimated oil and gas reserves, estimated cash flow from the sale   
of production, present and future prices of oil and gas, the extent of          
undeveloped and unproved reserves, the potential for secondary, tertiary and    
other enhanced recovery projects and the availability of markets.               

   As of December 31, 1995, the Partnership possessed an interest in
oil and gas properties located in Winkler, Upton, Crane, Runnels, Ward,         
Glasscock, Reagan, Lipscomb, Reeves, Jim Wells, Midland, Roberts, Robertson,    
Moore, Ector, Pecos, Nolan, Burleson, Brazos, Lee, Mitchell, Fayette,           
Eastland, Sterling, Gaines, Erath, Coke and Martin Counties of Texas;           
Campbell, Crook, Freemont and Sweetwater Counties of Wyoming; Crawford,         
Lawrence, Clinton and Marion Counties of Illinois; Rio Blanco, Weld and         
Jackson Counties of Colorado; McClain, Beaver, Leflore, Ellis, Woodward,        
Woods, Noble, Garvin, Seminole, Roger Mills, Harper, Logan, Alfalfa, Caddo,     
Latimer, Haskell and Pottawatomie Counties of Oklahoma; and Eddy County of      
New Mexico.  These properties consist of various interests in approximately     
165 wells and units.                                                            

      Due to the Partnership's objective of maintaining current operations
without engaging in the drilling of any developmental or exploratory wells,     
or additional acquisitions of producing properties, there has not been any      
significant changes in properties during 1995, 1994 and 1993.                   

Upon a determination by Management that they were either not  
profitable to own or Management received an offer that exceeded the leases      
reserves, the following leases were sold.                                       

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   During 1995, six leases were sold for approximately $42,500.  The
Moyer #2, Moyer Gas Unit, Sparkman #2, McEntire, Terry and R.D. Jones were      
sold effective November 1995.                                                   

  During 1994, two leases were sold for approximately $1,800.  The
Anderson Unit was sold effective January 1994 and the Cline #1 was sold         
effective September 1994.                                                       

      During 1993, the Partnership received $15,994 from Cobra Oil and Gas
Corporation.  This payment extended a farmout agreement on the Mary Shirk       
lease between the Partnership and Cobra for an additional period of one year.   
The farmout agreement expired March 26, 1994.                                   

Significant Properties                                                          

      The following table reflects the significant properties in which the
Partnership has an interest:                                                    

Date                        
Name and            Purchased       No. of         Proved Reserves*       
Location           and Interest     Wells      Oil (bbls)     Gas (mcf)   

Mary Shirk            12/86 at 3%        5          78,457        737,298       
Upton County,         to 50% net                                                
Texas                 profits                                                   
interests                           

Mobil Amacker         7/87 at 23%       10          86,110      3,036,460       
Tippet                to 100% net                                               
Upton County,         profits                                                   
Texas                 interests                                                 

Enron/Rhoda           4/87 at 2%        45         353,514      1,310,795       
Walker                to 100% net                                               
Ward County,          profits                                                   
Texas                 interests                                                 

*The reserve estimates were prepared as of January 1, 1996, by Donald R.        
Creamer, P.E., an independent certified petroleum engineer, in accordance     
with the rules and regulations of the SEC.  The calculation of reserves is    
a function, among other things, of oil and gas prices and extraction costs.   
The fluctuation of such prices or costs would have a corresponding effect on  
reserve estimates.  The oil price used in the preparation of the reserve      
report as of January 1, 1996, was $17.89, which was the posted price at       
December 31, 1995, adjusted by the Partnership's average oil price, with the  
price of gas being the contract price for each respective lease.  As also     
discussed in Part II, Item 7, Management's Discussion and Analysis of         
Financial Condition and Results of Operations, oil prices were subject to     
frequent changes in 1995.                                                     

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      The evaluation of oil and gas properties is not an exact science and
inevitably involves a significant degree of uncertainty, particularly with      
respect to the quantity of oil or gas that any given property is capable of     
producing.  Estimates of oil and gas reserves are based on available            
geological and engineering data, the extent and quality of which may vary in    
each case and, in certain instances, may prove to be inaccurate.                
Consequently, properties may be depleted more rapidly than the geological and   
engineering data have indicated.  Unanticipated depletion, if it occurs, will   
result in lower reserves than previously estimated; thus an ultimately lower    
return for the Partnership.  Basic changes in past reserve estimates occur      
annually.  As new data is gathered during the subsequent year, the engineer     
must revise his earlier estimates.  A year of new information, which is         
pertinent to the estimation of future recoverable volumes, is available         
during the subsequent year evaluation.  In applying industry standards and      
procedures, the new data may cause the previous estimates to be revised.        
This revision may increase or decrease the earlier estimated volumes.           
Pertinent information gathered during the year may include actual production    
and decline rates, production from offset wells drilled to the same geologic    
formation, increased or decreased water production, workovers, and changes in   
lifting costs, among others.  Accordingly, reserve estimates are often          
different from the quantities of oil and gas that are ultimately recovered.     

The Partnership has reserves which are classified as proved   
developed producing, proved developed non-producing, proved undeveloped and     
probable.  All of the proved reserves are included in the engineering reports   
which evaluate the Partnership's present reserves.  Probable reserves are not   
included in the reserve evaluation, and are less certain than proved reserves   
but can be estimated with a degree of certainty sufficient to indicate they     
are more likely to be recovered than not.                                       

     Because the Partnership does not engage in drilling activities, the
development of proved undeveloped reserves is conducted pursuant to farmout     
arrangements with the Managing General Partner or unrelated third parties.      
Generally, the Partnership retains a carried interest such as an overriding     
royalty interest under the terms of a farmout, or receives cash.                

      The Partnership or the owners of properties in which the Partnership
owns an interest can engage in workover projects or supplementary recovery      
projects, for example, to extract behind the pipe reserves which qualify as     
proved developed non-producing reserves.  See Part II, Item 7, Management's     
Discussion and Analysis of Financial Condition and Results of Operations.       

Item 3.  Legal Proceedings                                                      

There are no material pending legal proceedings to which the  
Partnership is a party.                                                         

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

  No matter was submitted to a vote of security holders during the
fourth quarter of 1995 through the solicitation of proxies or otherwise.        

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Part II     

Item 5.  Market for the Registrant's Common Equity and Related Stockholder      
Matters                                                       

Market Information                                                              

  Limited partnership interests, or units, in the Partnership were
initially offered and sold for a price of $500.  Limited partner units are      
not traded on any exchange and there is no public or organized trading market   
for them.  The Managing General Partner has become aware of certain limited     
and sporadic transfers of units between limited partners and third parties,     
but has no verifiable information regarding the prices at which such units      
have been transferred.  Further, a transferee may not become a substitute       
limited partner without the consent of the Managing General Partner.            

 After completion of the Partnership's first full fiscal year of
operations and each year thereafter, the Managing General Partner has offered   
and will continue to offer to purchase each limited partner's interest in the   
Partnership, at a price based on tangible assets of the Partnership, plus the   
present value of the future net revenues of proved oil and gas properties,      
minus liabilities with a risk factor discount of up to one-third which may be   
implemented at the sole discretion of the Managing General Partner.  However,   
the Managing General Partner's obligation to purchase limited partner units     
is limited to an expenditure of an amount not in excess of 10% of the total     
limited partner units initially subscribed for by limited partners.  During     
1995, 127 limited partner units were tendered to and purchased by the           
Managing General Partner at an average base price of $151.46 per unit.          
During 1994, 598 limited partner units were tendered to and purchased by the    
Managing General Partner at an average base price of $157.34 per unit.          
During 1993, 212 limited partner units were tendered to and purchased by the    
Managing General Partner at an average base price of $191.68 per unit.          

Number of Limited Partner Interest Holders                                      

    As of December 31, 1995, there were 920 holders of limited partner
units in the Partnership.                                                       

Distributions                                                                   

Pursuant to Article IV, Section 4.01 of the Partnership's     
Certificate and Agreement of Limited Partnership "Net Cash Flow" is             
distributed to the partners on a monthly basis.  "Net Cash Flow" is defined     
as "the cash generated by the Partnership's investments in producing oil and    
gas properties, less (i) General and Administrative Costs, (ii) Operating       
Costs, and (iii) any reserves necessary to meet current and anticipated needs   
of the Partnership, as determined at the sole discretion of the Managing        
General Partner."                                                               

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During 1995, twelve monthly distributions were made totaling  
$1,009,341, with $910,141 distributed to the limited partners and $99,200 to    
the general partners.  For the year ended December 31, 1995, distributions of   
$45.51 per limited partner unit were made, based on 20,000 limited partner      
units outstanding.  For the year ended December 31, 1994, twelve monthly        
distributions were made totaling $815,000, with $733,500 distributed to the     
limited partners and $81,500 to the general partners.  For the year ended       
December 31, 1994, distributions of $36.68 per limited partner unit were        
made, based upon 20,000 limited partner units outstanding.  For the year        
ended December 31, 1993, twelve monthly distributions were made totaling        
$1,088,000, with $979,200 distributed to the limited partners and $108,800 to   
the general partners.  For the year ended December 31, 1993, distributions of   
$48.96 per limited partner unit were made, based upon 20,000 limited partner    
units outstanding.                                                              

Item 6.  Selected Financial Data                                                

The following selected financial data for the years ended     
December 31, 1995, 1994, 1993, 1992 and 1991 should be read in conjunction      
with the financial statements included in Item 8:                               

               Year ended December 31,
               -----------------------------------------------------
              1995       1994       1993       1992       1991
              ----       ----       ----       ----       ----
Revenues           $ 1,030,181  1,125,877  1,206,853  1,358,453  1,648,941      

Net income             610,015    592,353    438,100    652,927    714,426      

Partners' share                                                                 
of net income:                                                                

General partners      61,001     59,235     43,810     65,293     77,443    

Limited partners     549,014    533,118    394,290    587,634    636,983    

Limited partners' net                                                           
income per unit         27.45      26.66      19.71      29.38      31.85     

Limited partners'                                                               
cash distributions                                                            
per unit                45.51      36.68      48.96      58.24      73.58     

Total assets       $ 3,249,010  3,648,821  3,871,224  4,520,348  5,161,439      

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Item 7.   Management's Discussion and Analysis of Financial Condition and       
Results of Operations                                       

General                                                                         

   The Partnership was formed to acquire nonoperating interests in
producing oil and gas properties, to produce and market crude oil and natural   
gas produced from such properties and to distribute any net proceeds from       
operations to the general and limited partners.  Net revenues from producing    
oil and gas properties are not reinvested in other revenue producing assets     
except to the extent that producing facilities and wells are reworked or        
where methods are employed to improve or enable more efficient recovery of      
oil and gas reserves.  The economic life of the Partnership thus depends on     
the period over which the Partnership's oil and gas reserves are economically   
recoverable.                                                                    

  Increases or decreases in Partnership revenues and, therefore,
distributions to partners will depend primarily on changes in the prices        
received for production, changes in volumes of production sold, lease           
operating expenses, enhanced recovery projects, offset drilling activities      
pursuant to farmout arrangements and on the depletion of wells.  Since wells    
deplete over time, production can generally be expected to decline from year    
to year.                                                                        

     Well operating costs and general and administrative costs usually
decrease with production declines; however, these costs may not decrease        
proportionately.  Net income available for distribution to the limited          
partners has fluctuated over the past few years and is expected to fluctuate    
in later years based on these factors.                                          

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Results of Operations                                                           

A.   General Comparison of the Year Ended December 31, 1995 and 1994            

The following table provides certain information regarding performance
factors for the years ended December 31, 1995 and 1994:                         

                                        Year Ended        Percentage
                                      December 31,        Increase
                                      1995       1994     (Decrease)
                                      ----       ----     ----------
Average price per barrel of oil         $     16.81      15.39      9%          
Average price per mcf of gas            $      1.82       1.95     (7%)         
Oil production in barrels                    60,500     75,700    (20%)         
Gas production in mcf                       602,000    633,400     (5%)         
Income from net profits interests       $ 1,024,661  1,119,251     (8%)         
Partnership distributions               $ 1,009,341    815,000     24%          
Limited partner distributions           $   910,141    733,500     24%          
Per unit distribution to limited                                                
partners                               $     45.51      36.68     24%         
Number of limited partner units              20,000     20,000                  

Revenues:                                                                       

The Partnership's income from net profits interests decreased to $1,024,661     
from $1,119,251 for the years ended December 31, 1995 and 1994, respectively,   
a decrease of 8%.  The principal factors affecting the comparison of the        
years ended December 31, 1995 and 1994 are as follows:                          

1.   The average price for a barrel of oil received by the Partnership          
increased during the year ended December 31, 1995 as compared to the  
  year ended December 31, 1994 by 9%, or $1.42 per barrel, resulting in an
  increase of approximately $107,500 in income from net profits interests.
Oil sales represented 48% of total oil and gas sales during the years 
ended December 31, 1995 and 1994.                                     

The average price for an mcf of gas received by the Partnership decreased   
during the same period by 7%, or $0.13 per mcf, resulting in a decrease of  
approximately $82,300 in income from net profits interests.                 

The net total increase in income from net profits interests due to the      
change in prices received from oil and gas production is approximately      
$25,200.  The market price for oil and gas has been extremely volatile      
over the past decade, and management expects a certain amount of            
volatility to continue in the foreseeable future.                           

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2.   Oil production decreased approximately 15,200 barrels or 20% during the    
 year ended December 31, 1995 as compared to the year ended December 31,
1994, resulting in a decrease of approximately $255,500 in income from
net profits interests.                                                

Gas production decreased approximately 31,400 mcf or 5% during the same     
period, resulting in a decrease of approximately $57,100 in income from     
net profits interests.                                                      

The net decrease in income from net profits interests due to the change in  
production is approximately $312,600.  The decrease is a result of          
increased downtime due to mechanical failures during 1995.                  

3.   Lease operating costs and production taxes were 15% lower, or              
approximately $197,600 less during the year ended December 31, 1995 as
 compared to the year ended December 31, 1994.  The decrease is a result
of workover costs in 1994.                                            

Costs and Expenses:                                                             

Total costs and expenses decreased to $420,166 from $533,524 for the years      
ended December 31, 1995 and 1994, respectively, a decrease of 21%.  The         
decrease is the result of a decrease in general and administrative costs and    
depletion.                                                                      

1.   General and administrative costs consists of independent accounting and    
engineering fees, computer services, postage, and Managing General    
 Partner personnel costs.  General and administrative costs decreased 3%
or approximately $5,400 during the year ended December 31, 1995 as    
compared to the year ended December 31, 1994.                         

2.   Depletion expense decreased to $259,000 for the year ended December 31,    
1995 from $367,000 for the same period in 1994.  This represents a    
  decrease of 29%.  Depletion is calculated using the gross revenue method
of amortization based on a percentage of current period gross revenues
to total future gross oil and gas revenues, as estimated by the       
Partnership's independent petroleum consultants.  Consequently,       
  depletion will fluctuate in direct relation to oil and gas revenues.  As
noted above, oil and gas revenues declined due to a decline in gas    
prices and oil and gas production for the year ended December 31, 1995
as compared to the same period for 1994.  Depletion reflected a       
comparable decline.                                                   

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B.   General Comparison of 1994 and 1993                                        

The following table provides certain information regarding performance
factors for the years ended December 31, 1994 and 1993:                         

                                       Year Ended         Percentage
                                     December 31,         Increase
                                     1994        1993     (Decrease)
                                     ----        ----     ----------
Average price per barrel of oil         $     15.39     16.67      (8%)         
Average price per mcf of gas            $      1.95      2.29     (15%)         
Oil production in barrels                    75,700    87,900*    (14%)         
Gas production in mcf                       633,400   619,200*      2%          
Income from net profits interests       $ 1,119,251 1,201,159      (7%)         
Partnership distributions               $   815,000 1,088,000     (25%)         
Limited partner distributions           $   733,500   979,200     (25%)         
Per unit distribution to limited                                                
partners                               $     36.68     48.96     (25%)        
Number of limited partner units              20,000    20,000                   

*In the Form 10-K, for the year ended December 31, 1993, the oil and gas        
production volumes of 88,000 and 619,000, respectively, were calculated by      
rounding to the nearest 1,000 barrels or mcf, respectively.  In the             
Form 10-K, for the year ended December 31, 1994, the oil and gas production     
volumes of 87,900 and 619,200, respectively, were calculated by rounding to     
the nearest 100 barrels or mcf, respectively.                                   

Revenues:                                                                       

The Partnership's income from net profits interests decreased to $1,119,251     
from $1,201,159 for the years ended December 31, 1994 and 1993, respectively,   
a decrease of 7%.  The principal factors affecting the comparison of the        
years ended December 31, 1994 and 1993 are as follows:                          

1.   The average price for a barrel of oil received by the Partnership          
decreased during the year ended December 31, 1994 as compared to the  
 year ended December 31, 1993 by 8%, or $1.28 per barrel, resulting in a
  decrease of approximately $112,500 in income from net profits interests.
Oil sales represented 48% of total oil and gas sales during the year  
ended December 31, 1994 as compared to 51% during the year ended      
December 31, 1993.                                                    

The average price for an mcf of gas received by the Partnership decreased   
during the same period by 15%, or $0.34 per mcf, resulting in a decrease    
of approximately $210,500 in income from net profits interests.             

The total decrease in income from net profits interests due to the change   
in prices received from oil and gas production is approximately $323,000.   
The market price for oil and gas has been extremely volatile over the past  
decade, and management expects a certain amount of volatility to continue   
in the foreseeable future.                                                  

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2.   Oil production decreased approximately 12,200 barrels or 14% during the    
 year ended December 31, 1994 as compared to the year ended December 31,
1993, resulting in a decrease of approximately $187,800 in income from
net profits interests.                                                

Gas production increased approximately 14,200 mcf or 2% during the same     
period, resulting in an increase of approximately $27,700 in income from    
net profits interests.                                                      

The net decrease in income from net profits interests due to the change in  
production is approximately $160,100.  A decrease of approximately 1,900    
barrels was experienced due to two wells being temporarily shut-in.  A      
decrease of 3,900 barrels resulted when one well was fully shut-in during   
1994.  Management anticipates the well to be redrilled mid to late summer   
of 1995.   A decline of 3,400 barrels was experienced due to mechanical     
problems and down time on two wells.  The remaining decreases are due       
primarily to the decline characteristics of the Partnership's oil and gas   
properties.                                                                 

3.   Lease operating costs and production taxes were 24% lower, or              
approximately $399,900 less during the year ended December 31, 1994 as
compared to the year ended December 31, 1993.  A decrease of          
approximately $149,900 was experienced as a result of costs incurred  
  during 1993 for plugging, workovers and pulling expenses on eight wells.
Production taxes decreased approximately $28,500 as a result of lower 
production.  Handling charges on five leases decreased approximately  
 $60,000 after a new gas contract was negotiated.  Management attributes
the remaining decline in lease operating expenses to more efficient   
operation of the leases during the year ended December 31, 1994 as    
compared to the year ended December 31, 1993.                         

Costs and Expenses:                                                             

Total costs and expenses decreased to $533,524 from $768,753 for the years      
ended December 31, 1994 and 1993, respectively, a decrease of 31%.  The         
decrease is the result of a decrease in general and administrative costs and    
depletion.                                                                      

1.   General and administrative costs consists of independent accounting and    
engineering fees, computer services, postage, and Managing General    
 Partner personnel costs.  General and administrative costs decreased 1%
or approximately $1,200 during the year ended December 31, 1994 as    
compared to the year ended December 31, 1993.                         

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2.   Depletion expense decreased to $367,000 for the year ended December 31,    
1994 from $601,000 for the same period in 1993.  This represents a    
  decrease of 39%.  Depletion is calculated using the gross revenue method
of amortization based on a percentage of current period gross revenues
to total future gross oil and gas revenues, as estimated by the       
Partnership's independent petroleum consultants.  Consequently,       
  depletion will fluctuate in direct relation to oil and gas revenues.  As
noted above, oil and gas revenues declined due to a decline in oil and
gas prices and oil production for the year ended December 31, 1994 as 
 compared to the same period for 1993.  Depletion reflected a comparable
decline.                                                              

C.   Revenue and Distribution Comparison                                        

Partnership net income for the years ended December 31, 1995, 1994 and
1993, were $610,015 in 1995, $592,353 in 1994, and $438,100 in 1993.            
Excluding the effects of depreciation, depletion and amortization, net income   
for the years ended December 31, 1995, 1994 and 1993 would have been            
$869,015, $959,353 and $1,039,100, respectively.  Correspondingly,              
Partnership distributions for the years ended December 31, 1995, 1994 and       
1993 were $1,009,341, $815,000 and $1,088,000, respectively.  These             
differences are indicative of the changes in oil and gas prices, production     
and properties during 1995, 1994 and 1993.                                      

The sources for the 1995 distributions of 1,009,341 were oil and gas  
operations of $952,288 and property sales of $42,477, with the balance from     
available cash on hand at the beginning of the period.  The sources for the     
1994 distributions of $815,000 were oil and gas operations of $930,773 and      
property sales of $5,634, resulting in excess cash for contingencies or         
subsequent distributions.  The sources of the 1993 distributions of             
$1,088,000 were oil and gas operations of $1,059,640 and property sales of      
$16,294, with the balance from available cash on hand at the beginning of the   
period.                                                                         

 Total distributions during the year ended 1995 were $1,009,341 of which
$910,141 was distributed to the limited partners and $99,200 to the general     
partners.  The per unit distribution to limited partners during the same        
period was $45.51. Total distributions during the year ended 1994 were          
$815,000 of which $733,500 was distributed to the limited partners and          
$81,500 to the general partners.  The per unit distribution to limited          
partners during the same period was $36.68. Total distributions for the year    
ended 1993 were $1,088,000 of which $979,200 was distributed to the limited     
partners and $108,800 to the general partners.  The per unit distribution to    
limited partners during the same period was $48.96.                             

Since inception of the Partnership, cumulative monthly cash           
distributions of $12,168,611 have been made to the partners.  As of             
December 31, 1995, $10,964,434 or $548.22 per limited partner unit, has been    
distributed to the limited partners, representing a 110% return of the          
capital contributed.                                                            

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Liquidity and Capital Resources                                                 

 The primary source of cash is from operations, the receipt of
income from net profits interests in oil and gas properties.  The Partnership   
knows of no material change, nor does it anticipate any such change.            

  Cash flows provided by operating activities were approximately
$952,300 in 1995 compared to approximately $930,800 in 1994 and approximately   
$1,060,000 in 1993.  The primary source of the 1995 cash flow from operating    
activities was profitable operations.                                           

  Cash flows provided by investing activities were approximately
$42,500 in 1995 compared to approximately $5,600 in 1994 and approximately      
$16,000 in 1993.  The primary source of the 1995 cash flow from investing       
activities was the sale of oil and gas properties.                              

Cash flows used in financing activities were approximately  
$1,009,100 in 1995 compared to approximately $815,000 in 1994 and               
approximately $1,088,000 in 1993. The only use in financing activities was      
the distributions to partners.                                                  

As of December 31, 1995, the Partnership had approximately  
$366,200 in working capital.  The Managing General Partner knows of no          
unusual contractual commitments and believes the revenue generated from         
operations are adequate to meet the needs of the Partnership.                   

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Item 8.   Financial Statements and Supplementary Data                           

Index to Financial Statements     

                                                                  Page

Report of Independent Accountants. . . . . . . . . . . . . . . . . . . .19      

Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20      

Statements of Operations . . . . . . . . . . . . . . . . . . . . . . . .21      

Statement of Changes in Partners' Equity . . . . . . . . . . . . . . . .22      

Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . .23      

Notes to Financial Statements. . . . . . . . . . . . . . . . . . . . . .25      

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REPORT OF INDEPENDENT ACCOUNTANTS     

To the Partners                                                                 
Southwest Royalties, Inc.                                                       
Income Fund VI                                                                
Midland, Texas                                                                  

We have audited the accompanying balance sheets of Southwest Royalties, Inc.    
Income Fund VI as of December 31, 1995 and 1994, and the related statements     
of operations, changes in partners' equity and cash flows for each of the       
three years in the period ended December 31, 1995.  These financial             
statements are the responsibility of the partnership's management.  Our         
responsibility is to express an opinion on these financial statements based     
on our audits.                                                                  

We conducted our audits in accordance with generally accepted auditing          
standards.  Those standards require that we plan and perform the audit to       
obtain reasonable assurance about whether the financial statements are free     
of material misstatement.  An audit includes examining, on a test basis,        
evidence supporting the amounts and disclosures in the financial statements.    
An audit also includes assessing the accounting principles 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 Southwest Royalties, Inc.      
Income Fund VI as of December 31, 1995 and 1994, and the results of its         
operations and its cash flows for each of the three years in the period ended   
December 31, 1995, in conformity with generally accepted accounting             
principles.                                                                     

JOSEPH DECOSIMO AND COMPANY     
                    A Tennessee Registered Limited Liability Partnership

Chattanooga, Tennessee                                                          
March 20, 1996                                                                  

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     
Balance Sheets      
December 31, 1995 and 1994      

                                              1995        1994
                                              ----        ----
Assets                                                              

Current assets:                                                                 
Cash and cash equivalents                        $   126,941     141,302    
Receivable from Managing General Partner             239,768     323,741    
                                               ---------   ---------
Total current assets                               366,709     465,043  
                                               ---------   ---------
Oil and gas properties - using the full-cost                                    
method of accounting                                8,552,301   8,594,778     
Less accumulated depreciation,                                              
depletion and amortization                        5,670,000   5,411,000   
                                               ---------   ---------
Net oil and gas properties                       2,882,301   3,183,778  
                                               ---------   ---------
                                             $ 3,249,010   3,648,821
                                               =========   =========
Liabilities and Partners' Equity                                      

Current liabilities:                                                            
Distributions payable                            $       535         320    
Accounts payable                                          -          700    
                                               ---------   ---------
Total current liabilities                              535       1,020  
                                               ---------   ---------
Partners' equity:                                                               
General partners                                    (532,508)   (494,309)   
Limited partners                                   3,780,983   4,142,110    
                                               ---------   ---------
Total partners' equity                           3,248,475   3,647,801  
                                               ---------   ---------
                                             $ 3,249,010   3,648,821
                                               =========   =========

The accompanying notes are an integral      
part of these financial statements.     

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     
Statements of Operations      
Years ended December 31, 1995, 1994 and 1993      

                                    1995       1994       1993
                                    ----       ----       ----
Revenues                                                                

Income from net profits interests        $ 1,024,661  1,119,251  1,201,159      
Interest                                       5,520      6,626      5,694      
                                     ---------  ---------  ---------
                                     1,030,181  1,125,877  1,206,853
                                     ---------  ---------  ---------
Expenses                                                              

General and administrative                   161,166    166,524    167,753      
Depreciation, depletion and                                                     
amortization                                259,000    367,000    601,000     
                                     ---------  ---------  ---------
                                       420,166    533,524    768,753
                                     ---------  ---------  ---------
Net income                               $   610,015    592,353    438,100      
                                     =========  =========  =========
Net income allocated to:                                                        

Managing General Partner               $    54,901     53,311     39,429    
                                     =========  =========  =========
General partner                        $     6,100      5,924      4,381    
                                     =========  =========  =========
Limited partners                       $   549,014    533,118    394,290    
                                     =========  =========  =========
Per limited partner unit             $     27.45      26.66      19.71  
                                     =========  =========  =========

The accompanying notes are an integral      
part of these financial statements.     

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     
Statement of Changes in Partners' Equity      
Years ended December 31, 1995, 1994 and 1993      

                       General     Limited
                                  Partners    Partners     Total
                                  --------    --------     -----

Balance at December 31, 1992            $ (407,054)  4,927,402   4,520,348      

Net income                                43,810     394,290     438,100    

Distributions                           (108,800)   (979,200) (1,088,000)   
                                     -------   ---------   ---------
Balance at December 31, 1993              (472,044)  4,342,492   3,870,448      

Net income                                59,235     533,118     592,353    

Distributions                            (81,500)   (733,500)   (815,000)   
                                     -------   ---------   ---------
Balance at December 31, 1994              (494,309)  4,142,110   3,647,801      

Net income                                61,001     549,014     610,015    

Distributions                            (99,200)   (910,141) (1,009,341)   
                                     -------   ---------   ---------
Balance at December 31, 1995            $ (532,508)  3,780,983   3,248,475      
                                     =======   =========   =========

The accompanying notes are an integral      
part of these financial statements.     

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     
Statements of Cash Flows      
Years ended December 31, 1995, 1994 and 1993      

                                  1995        1994        1993
                                  ----        ----        ----
Cash flows from operating                                                       
activities:                                                                   

Cash received from income                                                   
from net profits interests         $ 1,108,756   1,090,471    1,221,199   
Cash paid to suppliers                 (161,988)   (166,324)    (167,253)   
Interest received                         5,520       6,626        5,694    
                                  ---------   ---------    ---------
Net cash provided by                                                    
operating activities                 952,288     930,773    1,059,640 
                                  ---------   ---------    ---------
Cash provided by investing                                                      
activities:                                                                   

Cash received from sale                                                     
of oil and gas properties               42,477       5,634       16,294   
                                  ---------   ---------    ---------
Cash used in financing                                                          
activities:                                                                   

Distributions to partners            (1,009,126)   (814,956)  (1,087,724)   
                                  ---------   ---------    ---------

Net increase (decrease)                                                 
in cash                              (14,361)    121,451      (11,790)

Cash and cash equivalents:                                                      
Beginning of year                       141,302      19,851       31,641    
                                  ---------   ---------    ---------
End of year                         $   126,941     141,302       19,851    
                                  =========   =========    =========

                                                           (continued)

The accompanying notes are an integral      
part of these financial statements.     

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     
Statements of Cash Flows, continued     
Years ended December 31, 1995, 1994 and 1993      

                                      1995      1994      1993
                                      ----      ----      ----
Reconciliation of net income to net                                             
cash provided by operating activities:                                        

Net income                                 $ 610,015   592,353    438,100       

Adjustments to reconcile net income                                             
to net cash provided by operating                                             
activities:                                                                   

Depreciation, depletion and                                                 
amortization                              259,000   367,000    601,000    
(Increase) decrease in receivables          83,973   (28,780)    20,040     
Increase (decrease) in payables               (700)      200        500     
                                      -------   -------  ---------
Net cash provided by operating                                                  
activities                                $ 952,288   930,773  1,059,640      
                                      =======   =======  =========
Supplemental schedule of noncash                                                
investing and financing activities:                                           

Sale of oil and gas properties                                                  
included in receivable from                                                   
Managing General Partner                  $    -         -           115      

The accompanying notes are an integral      
part of these financial statements.     

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     

Notes to Financial Statements     

1.  Summary of Significant Accounting Policies                                  

Oil and Gas Properties                                                  

Oil and gas properties are accounted for at cost under the full-cost    
method.  Under this method, all productive and nonproductive costs      
incurred in connection with the acquisition, exploration and development
 of oil and gas reserves are capitalized.  Gain or loss on the sale of oil
and gas properties is not recognized unless significant oil and gas     
reserves are involved.                                                  

The Partnership's policy for depreciation, depletion and amortization of
 oil and gas properties is computed over their remaining useful life using
the units of revenue method based on dollars of future gross revenue    
attributable to proved oil and gas reserves.                            

Under the future gross revenue method, the Partnership computes the     
provision by multiplying the total unamortized cost of oil and gas      
properties by an overall rate determined by dividing (a) oil and gas    
revenues during the period by (b) the total future gross oil and gas    
revenues as estimated by the Partnership's independent petroleum        
consultants.  It is reasonably possible that those estimates of         
anticipated future gross revenues, the remaining estimated economic life
of the product, or both could be changed significantly in the near term 
due to the potential fluctuation of oil and gas prices or production.   
The depletion estimate would also be affected by this change.           

Should the net capitalized costs exceed the estimated present value of  
oil and gas reserves, discounted at 10%, such excess costs would be     
charged to current expense.  As of December 31, 1995, 1994 and 1993, the
net capitalized costs did not exceed the estimated present value of oil 
and gas reserves.                                                       

The Partnership's interest in oil and gas properties consists of net    
profits interests in proved properties located within the continental   
United States.  A net profits interest is created when the owner of a   
working interest in a property enters into an arrangement providing that
the net profits interest owner will receive a stated percentage of the  
net profit from the property.  The net profits interest owner will not  
otherwise participate in additional costs and expenses of the property. 

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Estimates and Uncertainties                                             

The preparation of financial statements in conformity with generally    
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities  
and 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.  Actual results could differ from those    
estimates.                                                              

Syndication Costs                                                       

 Syndication costs are accounted for as a reduction of partnership equity.

Environmental Costs                                                     

The Partnership is subject to extensive federal, state and local        
environmental laws and regulations.  These laws, which are constantly   
changing, regulate the discharge of materials into the environment and  
may require the Partnership to remove or mitigate the environmental     
 effects of the disposal or release of petroleum or chemical substances at
various sites.  Environmental expenditures are expensed or capitalized  
depending on their future economic benefit.  Costs which improve a      
property as compared with the condition of the property when originally 
constructed or acquired and costs which prevent future environmental    
contamination are capitalized.  Expenditures that relate to an existing 
condition caused by past operations and that have no future economic    
benefits are expensed.  Liabilities for expenditures of a non-capital   
nature are recorded when environmental assessment and/or remediation is 
probable, and the costs can be reasonably estimated.                    

Gas Balancing                                                           

 The Partnership utilizes the sales method of accounting for over or under
deliveries of gas.  Under this method, the Partnership records revenues 
based on the payments it has received for sales from its purchasers.  As
of December 31, 1995, 1994 and 1993, the Partnership was under produced 
by approximately 17,104, 6,435 and 6,689, mcf, respectively.            

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     

Notes to Financial Statements     

Income Taxes                                                            

 No provision for income taxes is reflected in these financial statements,
since the tax effects of the Partnership's income or loss are passed    
through to the individual partners.                                     

In accordance with the requirements of Statement of Financial Accounting
Standards No. 109, "Accounting for Income Taxes", the Partnership's tax 
basis in its oil and gas properties at December 31, 1995 and 1994 is    
$868,967 and $799,227, respectively, less than that shown on the        
accompanying Balance Sheets in accordance with generally accepted       
accounting principles.                                                  

Cash and Cash Equivalents                                               

For purposes of the statements of cash flows, the Partnership considers 
all highly liquid debt instruments purchased with a maturity of three   
months or less to be cash equivalents.  The Partnership maintains its   
cash at one financial institution.                                      

Number of Limited Partner Units                                         

 As of December 31, 1995, 1994 and 1993, there were 20,000 limited partner
units outstanding.                                                      

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     

Notes to Financial Statements     

2.  Organization                                                                

Southwest Royalties, Inc. Income Fund VI was organized under the laws of
the state of Tennessee on December 4, 1986, for the purpose of acquiring
producing oil and gas properties and to produce and market crude oil and
natural gas produced from such properties for a term of 50 years, unless
terminated at an earlier date as provided for in the Partnership        
 Agreement.  The Partnership sells its oil and gas production to a variety
of purchasers with the prices it receives being dependent upon the oil  
and gas economy.  Southwest Royalties, Inc. serves as the Managing      
General Partner and H. H. Wommack, III, as the individual general       
partner.  Revenues, costs and expenses are allocated as follows:        

                                              Limited      General
                                               Partners     Partners
                                               --------     --------
Interest income on capital contributions           100%          -      
Oil and gas sales                                   90%         10%     
All other revenues                                  90%         10%     
Organization and offering costs (1)                100%          -      
Amortization of organization costs                 100%          -      
Property acquisition costs                         100%          -      
Gain/loss on property disposition                   90%         10%     
Operating and administrative costs (2)              90%         10%     
Depreciation, depletion and amortization                                
of oil and gas properties                          90%         10%    
All other costs                                     90%         10%     

(1)  All organization costs in excess of 3% of initial capital          
     contributions will be paid by the Managing General Partner and will
 be treated as a capital contribution.  The Partnership paid the
   Managing General Partner an amount equal to 3% of initial capital
contributions for such organization costs.                    

(2)  Administrative costs in any year which exceed 2% of capital        
      contributions shall be paid by the Managing General Partner and will
be treated as a capital contribution.                         

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     

Notes to Financial Statements     

3.  Oil and Gas Properties                                                      

 Costs incurred in connection with the Partnership's oil and gas producing
activities for the years ended December 31, 1995, 1994 and 1993 are as  
follows:                                                                

                                    1995        1994        1993
                                    ----        ----        ----
Depreciation, depletion and                                             
amortization                       $  259,000     367,000     601,000 
                                     =======     =======     =======

All of the Partnership's properties were proved when acquired.          

4.  Commitments and Contingent Liabilities                                      

The Partnership is subject to various federal, state and local          
environmental laws and regulations which establish standards and        
requirements for protection of the environment.  The Partnership cannot 
predict the future impact of such standards and requirements, which are 
subject to change and can have retroactive effectiveness.  The          
Partnership continues to monitor the status of these laws and           
regulations.                                                            

As of December 31, 1995, the Partnership has not been fined, cited or   
notified of any environmental violations and management is not aware of 
 any unasserted violations which would have a material adverse effect upon
 capital expenditures, earnings or the competitive position in the oil and
 gas industry. However, the Managing General Partner does recognize by the
 very nature of its business, material costs could be incurred in the near
term to bring the Partnership into total compliance.  The amount of such
 future expenditures is not determinable due to several factors, including
the unknown magnitude of possible contaminations, the unknown timing and
 extent of the corrective actions which may be required, the determination
 of the Partnership's liability in proportion to other responsible parties
and the extent to which such expenditures are recoverable from insurance
or indemnifications from prior owners of the Partnership's properties.  

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     

Notes to Financial Statements     

5.  Related Party Transactions                                                  

A significant portion of the oil and gas properties in which the        
Partnership has an interest are operated by and purchased from the      
Managing General Partner.  As is usual in the industry and as provided  
for in the operating agreement for each respective oil and gas property 
in which the Partnership has an interest, the operator is paid an amount
for administrative overhead attributable to operating such properties,  
with such amounts to Southwest Royalties, Inc. as operator approximating
$116,000, $123,000, and $124,000, for the years ended December 31, 1995,
1994 and 1993, respectively.  In addition, the Managing General Partner 
and certain officers and employees may have an interest in some of the  
properties in which the Partnership also participates.                  

Certain subsidiaries of the Managing General Partner perform various    
oilfield services for properties in which the Partnership owns an       
interest.  Such services aggregated approximately $25,000, $122,000 and 
$144,000, for the years ended December 31, 1995, 1994 and 1993,         
respectively, and the Managing General Partner believes that these costs
are comparable to similar charges paid by the Partnership to unrelated  
third parties.                                                          

Southwest Royalties, Inc., the Managing General Partner, was paid       
$144,000 during 1995, 1994 and 1993, as an administrative fee for       
indirect general and administrative overhead expenses.                  

Amounts due from Southwest Royalties, Inc. totaled $239,768 as of       
December 31, 1995 and $323,741 as of December 31, 1994.  These          
receivables result from oil and gas production distributed to the       
Partnership subsequent to the end of the respective year.               

In addition, a director and officer of the Managing General Partner is a
partner in a law firm, with such firm providing legal services to the   
 Partnership approximating $1,000, $2,000, and $3,000, for the years ended
December 31, 1995, 1994 and 1993, respectively.                         

6.  Major Customers and Significant Leases                                      

During 1995, four customers purchased 27%, 14%, 11% and 10% of the      
Partnership's oil and gas production.  During 1994, three customers     
purchased 22%, 15%, and 11% of the Partnership's oil and gas production.
During 1993, four customers purchased 17%, 14%, 13% and 11% of the      
Partnership's oil and gas production.                                   

During 1995, one lease accounted for 17.5% of the Partnership's gross   
revenue.                                                                

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Southwest Royalties, Inc. Income Fund VI      
(a Tennessee limited partnership)     

Notes to Financial Statements     

7.  Estimated Oil and Gas Reserves (unaudited)                                  

The Partnership's interest in proved oil and gas reserves is as follows:

                                            Oil (bbls)     Gas (mcf)
                                            ----------     ---------
Proved developed and undeveloped reserves -                             

January 1, 1993                              877,000       4,624,000

Revisions of previous estimates             (159,000)        591,000
 Production                                   (88,000)       (619,000)
                                             -------       ---------
December 31, 1993                              630,000       4,596,000  

Revisions of previous estimates               80,000       1,227,000
 Production                                   (76,000)       (633,000)
                                             -------       ---------
December 31, 1994                              634,000       5,190,000  

Revisions of previous estimates               73,000         875,000
 Production                                   (60,000)       (602,000)
 Sale of minerals in place                     (1,000)        (62,000)
                                             -------       ---------
December 31, 1995                              646,000       5,401,000  
                                             =======       =========
Proved developed reserves -                                             

December 31, 1993                              552,000       4,329,000  
                                             =======       =========
December 31, 1994                              542,000       4,910,000  
                                             =======       =========
December 31, 1995                              559,000       5,141,000  
                                             =======       =========

All of the Partnership's reserves are located within the continental    
United States.                                                          

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Item 9.   Changes in and Disagreements With Accountants on Accounting and       
Financial Disclosure                                        

None.                                                       

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Part III      

Item 10.  Directors and Executive Officers of the Registrant                    

     Management of the Partnership is provided by Southwest Royalties,
Inc., as Managing General Partner.  The names, ages, offices, positions and     
length of service of the directors and executive officers of Southwest          
Royalties, Inc. are set forth below.  Each director and executive officer       
serves for a term of one year.  The present directors of the Managing General   
Partner have served in their capacity since the Company's formation in 1983.    

Name                Age                      Position           
--------------------        ---         -------------------------------------   
H. H. Wommack, III          40          Chairman of the Board, President,       
                                  Chief Executive Officer, Treasurer
            and Director

H. Allen Corey              40          Secretary and Director                  

Bill E. Coggin              41          Vice President and Chief Financial      
       Officer

Richard E. Masterson        43          Vice President, Exploration and         
            Acquisitions

Jon P. Tate                 38          Vice President, Land and Assistant      
         Secretary

Russell K. Hall             39          Vice President, Acquisitions and        
                    Exploitation Manager

R. Douglas Keathley         40          Vice President, Operations              

  H. H. Wommack, III, is Chairman of the Board, President, Chief
Executive Officer, Treasurer, principal stockholder and a director of the       
Managing General Partner, and has served as its President since the Company's   
organization in August, 1983.  Prior to the formation of the Company, Mr.       
Wommack was a self-employed independent oil producer engaged in the purchase    
and sale of royalty and working interests in oil and gas leases, and the        
drilling of exploratory and developmental oil and gas wells.  Mr. Wommack       
holds a J.D. degree from the University of Texas from which he graduated in     
1980, and a B.A. from the University of North Carolina in 1977.                 

    H. Allen Corey, Secretary and a director of the Managing General
Partner, has served as its Secretary since its inception.  Mr. Corey is an      
attorney and is engaged in the private practice of law with the firm of         
Miller & Martin, Chattanooga, Tennessee, of which he is a partner, since        
1981; except for a period of five months in which Mr. Corey served as           
President of Southwest Associated Securities, Inc., formerly a subsidiary of    
Southwest Royalties, Inc.  Mr. Corey received his J.D. degree from Vanderbilt   
University Law School and a B.A. from the University of North Carolina.         

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   Bill E. Coggin, Vice President and Chief Financial Officer, has
been with the Managing General Partner since 1985.  Mr. Coggin was Controller   
for Rod Ric Corporation of Midland, Texas, an oil and gas drilling company,     
during the latter part of 1984.  He was Controller for C.F. Lawrence &          
Associates, Inc., an independent oil and gas operator also of Midland, Texas    
during the early part of 1984.  Mr. Coggin taught public school for four        
years prior to his business experience.  Mr. Coggin received a  B.S. in         
Education and a B.B.A. in Accounting from Angelo State University.              

       Richard E. Masterson, Vice President, Exploration and Acquisitions,
first became associated with the Managing General Partner as a geological       
consultant in 1985.  He was employed as a petroleum geologist by Grand Banks    
Energy (1980-1985),  Monsanto (1977-1980) and Texaco, Inc. (1974-1976) prior    
to joining the Managing General Partner.  Mr. Masterson is a member of the      
Society of Economic Paleontologists and Mineralogists and the West Texas        
Geological Society.  Mr. Masterson received his B.A. degree in Geology from     
Trinity University.                                                             

      Jon P. Tate, Vice President, Land and Assistant Secretary, assumed
his responsibilities with the Managing General Partner in 1989.  Prior to       
joining the Managing General Partner, Mr. Tate was employed by C.F. Lawrence    
& Associates, Inc., an independent oil and gas company, as Land Manager from    
1981 through 1989.  Mr. Tate is a member of the Permian Basin Landman's         
Association and received his B.B.S. degree from Hardin-Simmons University.      

  Russell K. Hall, Vice President, Acquisitions and Exploitation
Manager, assumed his responsibilities with the Managing General Partner on      
May 1, 1995.  Prior to joining the Managing General Partner, Mr. Hall was       
employed by NationsBank of Texas, N.A. as a petroleum engineer and vice         
president, specializing in the Permian Basin (1981-1995) and for Amoco          
Production Company as a reservoir engineer (1979-1981).  Mr. Hall received      
his B.S. in mechanical engineering in 1978 from the University of Oklahoma.     

R. Douglas Keathley, Vice President, Operations, assumed his
responsibilities with the Managing General Partner as a Production Engineer     
in October, 1992.  Prior to joining the Managing General Partner, Mr.           
Keathley was employed for four (4) years by ARCO Oil & Gas Company as senior    
drilling engineer working in all phases of well production (1988-1992), eight   
(8) years by Reading & Bates Petroleum Company as senior petroleum engineer     
responsible for drilling (1980-1988) and two (2) years by Tenneco Oil Company   
as drilling engineer responsible for all phases of drilling (1978-1980).  Mr.   
Keathley received his B.S. in Petroleum Engineering in 1977 from the            
University of Oklahoma.                                                         

Key Employees                                                                   

    Accounting and Administrative Officer - Debbie A. Brock, age 43,
assumed her position with the Managing General Partner in 1991.  Prior to       
joining the Managing General Partner, Ms. Brock was employed with Western       
Container Corporation as Accounting Manager (1982-1990), Synthetic Industries   
(Texas), Inc. as Accounting Manager (1976-1982) and held various accounting     
positions in the manufacturing industry (1971-1975).  Ms. Brock received a      
B.B.A. from the University of Houston.                                          

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Controller - Robert A. Langford, age 46, assumed his        
responsibilities with the Managing General Partner in 1992.  Mr. Langford       
received his B.B.A. degree in Accounting in 1975 from the University of         
Central Arkansas.  Prior to joining the Managing General Partner,  Mr.          
Langford was employed with Forest Oil Corporation as Corporate Coordinator,     
Regional Coordinator, Accounting Manager.  He held various other positions      
from 1982-1992 and 1976-1980 and was Assistant Controller of National Oil       
Company from 1980-1982.                                                         

      Financial Reporting Manager - Bryan Dixon, C.P.A., age 29, assumed
his responsibilities with the Managing General Partner in 1992.  Mr. Dixon      
received his B.B.A. degree in Accounting in 1988 from Texas Tech University     
in Lubbock, Texas.  Prior to joining the Managing General Partner, Mr. Dixon    
was employed as a Senior Auditor with Johnson, Miller & Company from 1991-      
1992 and Audit Supervisor for Texas Tech University and the Texas Tech          
University Health Sciences Center from 1988-1991.                               

    Production Superintendent - Steve C. Garner, age 54, assumed his
responsibilities with the Managing General Partner as Production                
Superintendent in July, 1989.  Prior to joining the Managing General Partner,   
Mr. Garner was employed 16 years by Shell Oil Company working in all phases     
of oil field production as operations foreman, one and one-half years with      
Petroleum Corporation of Delaware as Production Superintendent, six years as    
an independent engineering consultant, and one year with Citation Oil & Gas     
Corp. as a workover, completion and production foreman.  Mr. Garner has         
worked extensively in the Permian Basin oil field for the last 25 years.        

    Tax Manager - Carolyn Cookson, age 39, assumed her position with
the Managing General Partner in April, 1989.  Prior to joining the Managing     
General Partner, Ms. Cookson was employed as Director of Taxes at C.F.          
Lawrence & Associates, Inc. from 1983 to 1989, and worked in public             
accounting at McCleskey, Cook & Green, P.C. from 1981 to 1983 and Deanna        
Brady, C.P.A. from 1980 to 1981.  She is a member of the Permian Basin          
Chapter of the Petroleum Accountants' Society, and serves on its Board of       
Directors and is liaison to the Tax Committee.  Ms. Cookson received a B.B.A.   
in accounting from New Mexico State University.                                 

   Vice President, Marketing - Steve J. Person, age 37, joined the
Managing General Partner in 1989. Prior to joining the Managing General         
Partner, Mr. Person served as Vice President of Marketing for CRI, Inc., and    
was associated with Capital Financial Group and Dean Witter (1983).  He         
received a B.B.A. from Baylor University in 1982 and an M.D.A. from Houston     
Baptist University in 1987.                                                     

    Investor Relations Manager - Sandra K. Flournoy, age 49, came to
Southwest Royalties, Inc. in 1988 from Parker & Parsley Petroleum, where she    
was Assistant Manager of Investor Services and Broker/Dealer Relations for      
two years.  Prior to that, Ms. Flournoy was Administrative Assistant to the     
Superintendent at Greenwood ISD for four years.                                 

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  In certain instances, the Managing General Partner will engage
professional petroleum consultants and other independent contractors,           
including engineers and geologists in connection with property acquisitions,    
geological and geophysical analysis, and reservoir engineering.  The Managing   
General Partner believes that, in addition to its own "in-house" staff, the     
utilization of such consultants and independent contractors in specific         
instances and on an "as-needed" basis allows for greater flexibility and        
greater opportunity to perform its oil and gas activities more economically     
and effectively.                                                                

Item 11.  Executive Compensation                                                

      The Partnership does not have any directors or executive officers.
The executive officers of the Managing General Partner do not receive any       
cash compensation, bonuses, deferred compensation or compensation pursuant to   
any type of plan, from the Partnership.  The Managing General Partner           
received $144,000 during 1995, 1994 and 1993 as an annual administrative fee.   

Item 12.  Security Ownership of Certain Beneficial Owners and Management        

    There are no limited partners who own of record, or are known by
the Managing General Partner to beneficially own, more than five percent of     
the Partnership's limited partnership interests.                                

  The Managing General Partner owns a nine percent interest as a
general partner.  Through repurchase offers to the limited partners, the        
Managing General Partner also owns  2,096 limited partner units, a 10.48%       
limited partner interest.  The Managing General Partners total percentage       
interest ownership in the Partnership is 18.4%.                                 

     No officer or director of the Managing General Partner owns Units
in the Partnership. H. H. Wommack, III, as the individual general partner of    
the Partnership owns a one percent interest in the Partnership as a general     
partner.  The officers and directors of the Managing General Partner are        
considered beneficial owners of the limited partner units acquired by the       
Managing General Partner by virtue of their status as such.  A list of          
beneficial owners of limited partner units, acquired by the Managing General    
Partner, is as follows:                                                         

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                                  Amount and
                                              Nature of      Percent
                Name and Address of        Beneficial       of
Title of Class          Beneficial Owner          Ownership       Class     
-------------------  ---------------------------  ---------------  -------      
Limited Partnership  Southwest Royalties, Inc.    Directly Owns    10.48%       
Interest            Managing General Partner     2,096 Units                  
407 N. Big Spring Street              
Midland, TX  79701                    

Limited Partnership  H. H. Wommack, III           Indirectly Owns  10.48%       
Interest            Chairman of the Board,       2,096 Units                  
President, CEO, Treasurer             
and Director of Southwest             
Royalties, Inc., the                  
Managing General Partner              
407 N. Big Spring Street              
Midland, TX  79701                    

Limited Partnership  H. Allen Corey               Indirectly Owns  10.48%       
Interest            Secretary and Director of    2,096 Units                  
Southwest Royalties, Inc.,            
the Managing General                  
Partner                               
1000 Volunteer Bldg.                  
Chattanooga, TN  37402-2289           

Limited Partnership  Bill E. Coggin               Indirectly Owns  10.48%       
Interest            Vice President and CFO of    2,096 Units                  
Southwest Royalties, Inc.,            
the Managing General                  
Partner                               
407 N. Big Spring Street              
Midland, TX  79701                    

Limited Partnership  Richard E. Masterson         Indirectly Owns  10.48%       
Interest            Vice President, Exploration  2,096 Units                  
and Acquisitions of                   
Southwest Royalties, Inc.,            
the Managing General                  
Partner                               
407 N. Big Spring Street              
Midland, TX  79701                    

Limited Partnership  Jon P. Tate                  Indirectly Owns  10.48%       
Interest            Vice President, Land and     2,096 Units                  
Assistant Secretary of                
Southwest Royalties, Inc.,            
the Managing General                  
Partner                               
407 N. Big Spring Street              
Midland, TX  79701                    

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                                  Amount and
                                              Nature of      Percent
                Name and Address of        Beneficial       of
Title of Class          Beneficial Owner          Ownership       Class     
-------------------  ---------------------------  ---------------  -------      
Limited Partnership  Russell K. Hall              Indirectly Owns  10.48%       
Interest            Vice President,              2,096 Units                  
Acquisitions and                      
Exploitation Manager of               
Southwest Royalties, Inc.,            
the Managing General                  
Partner                               
407 N. Big Spring Street              
Midland, TX  79701                    

Limited Partnership  R. Douglas Keathley          Indirectly Owns  10.48%       
Interest            Vice President,              2,096 Units                  
Operations of Southwest               
Royalties, Inc., the                  
Managing General                      
Partner                               
407 N. Big Spring Street              
Midland, TX  79701                    

   There are no arrangements known to the Managing General Partner
       which may at a subsequent date result in a change of control of the
Partnership.                                                

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Item 13.  Certain Relationships and Related Transactions                        

 In 1995, the Managing General Partner received $144,000 as an
administrative fee.  This amount is part of the general and administrative      
expenses incurred by the Partnership.                                           

       In some instances the Managing General Partner and certain officers
and employees may be working interest owners in an oil and gas property in      
which the Partnership also has a net profits interest.  Certain properties in   
which the Partnership has an interest are operated by the Managing General      
Partner, who was paid approximately $116,000 for administrative overhead        
attributable to operating such properties during 1995.                          

Certain subsidiaries of the Managing General Partner perform
various oilfield services for properties in which the Partnership owns an       
interest.  Such services aggregated approximately $25,000 for the year ended    
December 31, 1995.                                                              

The law firm of Miller & Martin, of which H. Allen Corey, an
officer and director of the Managing General Partner, is a partner, is          
counsel to the Partnership.  Legal services rendered by Miller & Martin to      
the Partnership during 1995 were approximately $1,000, which constitutes less   
than .05% of that firm's business.                                              

     In the opinion of management, the terms of the above transactions
are similar to ones with unaffiliated third parties.                            

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Part IV     

Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K       

(a)(1)  Financial Statements:                               

Included in Part II of this report --       

Report of Independent Accountants           
Balance Sheets                              
Statements of Operations                    
Statement of Changes in Partners' Equity    
Statements of Cash Flows                    
Notes to Financial Statements               

     (a)(2)  Schedules I through XIII are omitted because they are not
               applicable, or because the required information is shown in
  the financial statements or the notes thereto.

(a)(3)  Exhibits:                                           

       Exhibit 4(a):  Certificate and Agreement of Limited
                          Partnership of Southwest Royalties, Inc.
                         Income Fund VI, dated December 4, 1986.
                 (Incorporated by reference from
                             Partnership's Form 10-K for the fiscal year
           ended December 31, 1986.)

     Exhibit 4(b):  First Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                          dated January 16,1987.  (Incorporated by
                            reference from Partnership's Form 10-K for
                           the fiscal year ended December 31, 1987.)

            Exhibit 4(c):  Corrected Second Amendment to Certificate
                         and Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                      dated May 6, 1987.  (Incorporated by
                            reference from Partnership's Form 10-K for
                           the fiscal year ended December 31, 1987.)

     Exhibit 4(d):  Third Amendment to Certificate and
                     Agreement of Limited Partnership of
                            Southwest Royalties, Inc.  Income Fund VI,
                         dated February 3, 1988 (Incorporated by
                            reference from Partnership's Form 10-K for
                           the fiscal year ended December 31, 1988.)

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      Exhibit 4(e):  Fourth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                      dated June 30, 1988 (Incorporated by
                            reference from Partnership's Form 10-K for
                           the fiscal year ended December 31, 1988.)

     Exhibit 4(f):  Fifth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                          dated December 30, 1988 (Incorporated by
                            reference from the Partnership's Form 10-K
                        for the fiscal year ended December 31,
1988.)        

     Exhibit 4(g):  Sixth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                            dated as of March 19, 1990.  (Incorporated
                     by reference from the Partnership's
                     Form 10-K for the fiscal year ended
     December 31, 1990.)

       Exhibit 4(h):  Seventh Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                dated as of December 31, 1990.
                     (Incorporated by reference from the
                             Partnership's Form 10-K for the fiscal year
           ended December 31, 1990.)

      Exhibit 4(i):  Eighth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                 dated as of September 30, 1991.
                     (Incorporated by reference from the
                             Partnership's Form 10-K for the fiscal year
           ended December 31, 1991.)

     Exhibit 4(j):  Ninth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                dated as of December 31, 1991.
                     (Incorporated by reference from the
                             Partnership's Form 10-K for the fiscal year
           ended December 31, 1992.)

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     Exhibit 4(k):  Tenth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                            dated as of March 31, 1992.  (Incorporated
                          by reference from the Partnership's Form
                             10-K for the fiscal year ended December 31,
1992.)        

        Exhibit 4(l):  Eleventh Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                           dated as of June 30, 1992.  (Incorporated
                          by reference from the Partnership's Form
                             10-K for the fiscal year ended December 31,
1992.)        

       Exhibit 4(m):  Twelfth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                dated as of November 23, 1992.
                     (Incorporated by reference from the
                             Partnership's Form 10-K for the fiscal year
           ended December 31, 1992.)

          Exhibit 4(n):  Thirteenth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                            dated as of April 22, 1993.  (Incorporated
                          by reference from the Partnership's Form
                             10-K for the fiscal year ended December 31,
1993.)        

          Exhibit 4(o):  Fourteenth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                 dated as of September 30, 1993.
                     (Incorporated by reference from the
                             Partnership's Form 10-K for the fiscal year
           ended December 31, 1993.)

         Exhibit 4(p):  Fifteenth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                           dated as of December 31, 1993.  (Incorpo-
                           rated by reference from the Partnership's
                     Form 10-K for the fiscal year ended
     December 31, 1993.)

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         Exhibit 4(q):  Sixteenth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                           dated as of July 26, 1994.  (Incorporated
                          by reference from the Partnership's Form
                             10-K for the fiscal year ended December 31,
1994.)        

           Exhibit 4(r):  Seventeenth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
                          dated as of January 18, 1995.  (Incorpo-
                           rated by reference from the Partnership's
                     Form 10-K for the fiscal year ended
     December 31, 1994.)

          Exhibit 4(s):  Eighteenth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
            dated as of July 26, 1995.

          Exhibit 4(t):  Nineteenth Amendment to Certificate and
                     Agreement of Limited Partnership of
                           Southwest Royalties, Inc. Income Fund VI,
               dated as of January 29, 1996.

      (b)     No report on Form 8-K was filed during the last quarter of
the period covered by this report.          

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Signatures      

Pursuant to the requirements of Section 13 or 15(d) of the  
Securities Exchange Act of 1934, the Partnership has duly caused this report    
to be signed on its behalf by the undersigned, thereunto duly authorized.       

               Southwest Royalties, Inc. Income Fund VI, a
 Tennessee limited partnership

              By:    Southwest Royalties, Inc., Managing
 General Partner

 By:    /s/ H. H. Wommack, III
               -----------------------------
               H. H. Wommack, III, President

Date:  March 26, 1996       

  Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of   
the Partnership and in the capacities and on the dates indicated.               

By:    /s/ H. H. Wommack, III                                                   
-----------------------------------                               
H. H. Wommack, III, Chairman of the                               
Board, President, Chief Executive                                 
Officer, Treasurer and Director                                   

Date:  March 26, 1996                                                           

By:    /s/ H. Allen Corey                                                       
-----------------------------                                     
H. Allen Corey, Secretary and                                     
Director                                                          

Date:  March 26, 1996                                                           

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Exhibit Index     

Item No.     Description                                           Page No.     

14(a)(3)     Exhibit 4(s):  Eighteenth Amendment to Certificate                 
and Agreement of Limited Partnership of Southwest     
Royalties, Inc. Income Fund VI, dated as of           
July 26, 1995.                                        

Exhibit 4(t):  Nineteenth Amendment to Certificate    
and Agreement of Limited Partnership of Southwest     
Royalties, Inc. Income Fund VI, dated as of           
January 29, 1996.                                     

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This Instrument Prepared By:                                                    
J. Porter Durham, Jr.                                                           
Miller & Martin                                                                 
1000 Volunteer Building                                                         
832 Georgia Avenue                                                              
Chattanooga, Tennessee  37402                                                   

EIGHTEENTH AMENDMENT TO CERTIFICATE AND AGREEMENT OF      
LIMITED PARTNERSHIP OF SOUTHWEST ROYALTIES, INC.      
INCOME FUND VI, A TENNESSEE LIMITED PARTNERSHIP     

      Pursuant to the Tennessee Revised Uniform Limited Partnership Act,
Paragraph 62-2-1204 of the Tennessee Code Annotated, and the provisions of      
the Tennessee Uniform Limited Partnership Act, being formerly Paragraph 61-2-   
101, et seq. of the Tennessee Code Annotated, this Eighteenth Amendment (the    
"Amendment") to the Certificate and Agreement of Limited Partnership of         
Southwest Royalties,Inc. Income Fund VI is executed to be effective as of the   
1st day of July, 1995, by and between H. H. WOMMACK, III, an individual         
("General Partner"), SOUTHWEST ROYALTIES, INC. ("Managing General Partner")     
(the Managing General Partner and the General Partner, are hereinafter          
collectively referred to as "General Partners"), and the General Partners as    
attorney-in-fact for those persons and entities listed on Schedule 1 attached   
to this Amendment, whether existing or additional limited partners              
(collectively the "Limited Partners") and as attorney-in-fact for the           
Withdrawing Limited Partners, as defined hereinafter.                           
      WHEREAS, Southwest Royalties, Inc. Income Fund VI was organized as
a Tennessee limited partnership pursuant to an Agreement of Limited             
Partnership, as amended from time to time, dated December 4, 1986 and           
recorded in Book 3280, Page 726 in the Register's Office of Hamilton County,    
Tennessee (the "Agreement"); and                                                

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   WHEREAS, the General Partners, Limited Partners and Withdrawing
Limited Partners desire to amend the Agreement in the manner set forth          
herein;                                                                         
     NOW, THEREFORE, for and in consideration of the mutual rights and
obligations herein and other good and valuable consideration the receipt and    
legal sufficiency of which are acknowledged, the parties hereto agree as        
follows:                                                                        
      1.   Schedule 1 to the Agreement is hereby deleted in its entirety
and replaced by the Schedule 1 attached hereto.  Those persons and entities     
which were formerly listed on Schedule 1 to the Agreement but which are not     
listed on the revised Schedule 1 attached hereto shall be defined               
collectively as the "Withdrawing Limited Partners."                             
       2.   Except as provided herein, the Agreement is hereby constituted
and acknowledged as the controlling Agreement of Southwest Royalties, Inc.      
Income Fund VI.                                                                 
     IN WITNESS WHEREOF, the parties hereto acknowledge that they have
executed this Amendment to the Agreement to be effective as of the date first   
above written.                                                                  

GENERAL PARTNERS:                                 

/s/ H. H. Wommack, III                  
By:  -----------------------------------          
H. H. Wommack, III, General Partner     

By:  SOUTHWEST ROYALTIES, INC.                    
Managing General Partner                

/s/ H. H. Wommack, III                  
By:  -----------------------------------          
H. H. Wommack, III, President           

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LIMITED PARTNERS:                                 

         By:  General Partners, as attorneys-in-fact for the Limited
               Partners listed on Schedule 1 attached hereto and those
            Withdrawing Limited Partners removed from Schedule 1
   under Powers of Attorney previously granted

/s/ H. H. Wommack, III                  
By:  -----------------------------------          
H. H. Wommack, III                      

By:  SOUTHWEST ROYALTIES, INC.                    
Managing General Partner                

/s/ H. H. Wommack, III                  
By:  -----------------------------------          

STATE OF TEXAS      )                                                           
COUNTY OF MIDLAND   )                                                           

     Personally appeared before me, /s/Vonda L. Walker, Notary Public,
H. H. Wommack, III, with whom I am personally acquainted, and who               
acknowledged that he executed the within instrument for the purposes therein    
contained for himself and as the attorney-in-fact for the admitted and          
withdrawing Limited Partners and as president of Southwest Royalties, Inc.      
for itself and as attorney-in-fact for the admitted and withdrawing Limited     
Partners, and who further acknowledged that he is authorized by Southwest       
Royalties, Inc., the Limited Partners and the Withdrawing Limited Partners to   
execute this document on its and their behalf.                                  

Witness my hand, at office, this 26th day of July, 1995.    

/s/ Vonda L. Walker                     
-----------------------------------     
Notary Public                           

My Commission Expires:                                                          

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This Instrument Prepared By:                                                    
J. Porter Durham, Jr.                                                           
Miller & Martin                                                                 
1000 Volunteer Building                                                         
832 Georgia Avenue                                                              
Chattanooga, Tennessee  37402                                                   

NINETEENTH AMENDMENT TO CERTIFICATE AND AGREEMENT OF      
LIMITED PARTNERSHIP OF SOUTHWEST ROYALTIES, INC.      
INCOME FUND VI, A TENNESSEE LIMITED PARTNERSHIP     

      Pursuant to the Tennessee Revised Uniform Limited Partnership Act,
Paragraph 62-2-1204 of the Tennessee Code Annotated, and the provisions of      
the Tennessee Uniform Limited Partnership Act, being formerly Paragraph 61-2-   
101, et seq. of the Tennessee Code Annotated, this Nineteenth Amendment (the    
"Amendment") to the Certificate and Agreement of Limited Partnership of         
Southwest Royalties, Inc. Income Fund VI is executed to be effective as of      
the 17th day of January, 1996, by and between H. H. WOMMACK, III, an            
individual ("General Partner"), SOUTHWEST ROYALTIES, INC. ("Managing General    
Partner") (the Managing General Partner and the General Partner, are            
hereinafter collectively referred to as "General Partners"), and the General    
Partners as attorney-in-fact for those persons and entities listed on           
Schedule 1 attached to this Amendment, whether existing or additional limited   
partners (collectively the "Limited Partners") and as attorney-in-fact for      
the Withdrawing Limited Partners, as defined hereinafter.                       
      WHEREAS, Southwest Royalties, Inc. Income Fund VI was organized as
a Tennessee limited partnership pursuant to an Agreement of Limited             
Partnership, as amended from time to time, dated December 4, 1986 and           
recorded in Book 3280, Page 726 in the Register's Office of Hamilton County,    
Tennessee (the "Agreement"); and                                                

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   WHEREAS, the General Partners, Limited Partners and Withdrawing
Limited Partners desire to amend the Agreement in the manner set forth          
herein;                                                                         
     NOW, THEREFORE, for and in consideration of the mutual rights and
obligations herein and other good and valuable consideration the receipt and    
legal sufficiency of which are acknowledged, the parties hereto agree as        
follows:                                                                        
      1.   Schedule 1 to the Agreement is hereby deleted in its entirety
and replaced by the Schedule 1 attached hereto.  Those persons and entities     
which were formerly listed on Schedule 1 to the Agreement but which are not     
listed on the revised Schedule 1 attached hereto shall be defined               
collectively as the "Withdrawing Limited Partners."                             
       2.   Except as provided herein, the Agreement is hereby constituted
and acknowledged as the controlling Agreement of Southwest Royalties, Inc.      
Income Fund VI.                                                                 
     IN WITNESS WHEREOF, the parties hereto acknowledge that they have
executed this Amendment to the Agreement to be effective as of the date first   
above written.                                                                  

GENERAL PARTNERS:                                 

/s/ H. H. Wommack, III                  
By:  -----------------------------------          
H. H. Wommack, III, General Partner     

By:  SOUTHWEST ROYALTIES, INC.                    
Managing General Partner                

/s/ H. H. Wommack, III                  
By:  -----------------------------------          
H. H. Wommack, III, President           

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LIMITED PARTNERS:                                 

         By:  General Partners, as attorneys-in-fact for the Limited
               Partners listed on Schedule 1 attached hereto and those
            Withdrawing Limited Partners removed from Schedule 1
   under Powers of Attorney previously granted

/s/ H. H. Wommack, III                  
By:  -----------------------------------          
H. H. Wommack, III                      

By:  SOUTHWEST ROYALTIES, INC.                    
Managing General Partner                

/s/ H. H. Wommack, III                  
By:  -----------------------------------          

STATE OF TEXAS      )                                                           
COUNTY OF MIDLAND   )                                                           

      Personally appeared before me, /s/ Vonda L. Walker, Notary Public,
H. H. Wommack, III, with whom I am personally acquainted, and who               
acknowledged that he executed the within instrument for the purposes therein    
contained for himself and as the attorney-in-fact for the admitted and          
withdrawing Limited Partners and as president of Southwest Royalties, Inc.      
for itself and as attorney-in-fact for the admitted and withdrawing Limited     
Partners, and who further acknowledged that he is authorized by Southwest       
Royalties, Inc., the Limited Partners and the Withdrawing Limited Partners to   
execute this document on its and their behalf.                                  

Witness my hand, at office, this 29th day of January, 1996. 

/s/ Vonda L. Walker                     
-----------------------------------     
Notary Public                           

My Commission Expires:                                                          

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AMENDMENTS FOLLOW AS EX-99      

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘10-K’ Filing		Date		First		Last			Other Filings
		3/27/96							None on these Dates
Filed on:		3/26/96		44
		3/20/96		19
		1/29/96		43		45
		1/1/96		7
For Period End:		12/31/95		1		39
		7/26/95		43		45
		5/1/95		34
		1/18/95		43
		12/31/94		10		43
		7/26/94		43
		3/26/94		7
		12/31/93		10		42
		9/30/93		42
		4/22/93		42
		12/31/92		10		42
		11/23/92		42
		6/30/92		42
		3/31/92		42
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