UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549



                                    FORM 8-K



                  CURRENT REPORT UNDER SECTION 13 OR 15 (D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                                  July 12, 2004
                Date of report (Date of Earliest Event Reported)




                    TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                        A California Limited Partnership
             (Exact name of Registrant as specified in its charter)


             California                    0-22337                94-3220152
   (State or other jurisdiction    (Commission file number)     (IRS Employer
of incorporation or organization)                            Identification No.)


    650 California Street, 16th Floor
           San Francisco, CA                                      94108
(Address of Principal Executive Offices)                       (ZIP Code)


                                 (415) 434-0551
              (Registrant's telephone number, including area code)

<PAGE>


Item 2. Acquisition or Disposition of Assets.

General

Textainer  Equipment Income Fund VI, L.P., a California limited partnership (the
"Partnership"),  and other limited  partnerships managed by the General Partners
have reached an agreement in principal to sell their remaining  container fleets
to a joint venture (the "Purchaser"). The Partnership currently anticipates that
a Purchase and Sale agreement  will be finalized and the sale  completed  during
the third quarter of 2004.

Description of Sale

All of the  Partnership's  containers are being sold in exchange for cash. These
containers  consist of 20 foot and 40 foot standard  containers and 40 foot high
cube containers.  For more information on the Partnership's container fleet, see
its most recent  report on Form 10-K filed for the fiscal  year ending  December
31, 2003.

The final purchase price for the containers has not yet been determined,  but it
is anticipated  that, for containers not subject to direct finance  leases,  the
purchase  price will be based on a fixed price for each container by type and by
year of manufacture.  The General  Partners expect that the total purchase price
for the containers will be reduced by deferred revenues,  accrued expenses, such
as expenses for the damage protection plan, and accounts  payable.  The purchase
price is expected to be increased by the net present value of lease payments for
containers subject to direct finance leases.

The sale is  subject  to  negotiations  between  the  General  Partners  and the
Purchaser  regarding  the  terms  of the  final  purchase  and  sale  agreement.
Additional  information  regarding the sale, including details of its completion
or  expected  completion,  will be  reported  either  on Form 8-K or Form  10-Q,
whichever is relevant at the time.

Reasons for Sale

The  General  Partners  decided  that it would be in the best  interests  of the
Partnership to sell its containers now for the following reasons:

   1.     Current demand and market  conditions for leased and used  containers.
          Demand for leased  containers is currently  very strong and the market
          for used  containers is better than it has been in several  years.  In
          the  General  Partners'  experience,  the  market  for leased and used
          containers  is cyclical,  driven in part by global  supply and demand.
          The General Partners believe that current market conditions  present a
          good  opportunity  for  maximizing  the  value  of  the  Partnership's
          container  fleet.  The General  Partners cannot predict whether future
          years would afford an equally  favorable  opportunity  for the sale of
          the Partnership's containers.

   2.     Projected  increase in overhead  expense.  The  Partnership  currently
          shares overhead expenses with five other  partnerships  managed by the
          general  partners.  Four of these  partnerships  are  already in their
          liquidation   phase,   and  termination  of  these   partnerships  can
          reasonably be considered  imminent,  given the current  market and the
          associated opportunities for selling used containers. After these four
          partnerships  terminate,  the  Partnership's  overhead  expenses  will
          increase  significantly.   Furthermore,   the  Partnership  will  face
          increased expenses for regulatory  compliance with respect to its 2005
          fiscal year, at which time all of the relevant aspects of the Sarbanes
          Oxley Act will  apply to the  Partnership,  including  those  sections
          requiring reports on internal controls.



<PAGE>

Anticipated Termination of the Partnership and Final Distributions

The Partnership is a finite-life  entity and, upon the successful  completion of
the  sale of its  containers,  the  Partnership  will  dissolve  and  eventually
terminate. All regular distributions to limited partners will stop once the sale
of the assets is finalized.  The  Partnership  will instead make one liquidating
distribution and a final  distribution.  The Partnership  currently  anticipates
making the liquidating  distribution to its partners of the majority of the cash
received  from the sale  within  approximately  one month of its  receipt of the
cash. The Partnership will then continue the process of winding up its business,
collecting any outstanding  accounts  receivables from its lessees and using the
remaining cash to pay expenses  associated with the liquidation and termination.
Any cash left over after the payment of these  expenses will be  distributed  to
partners as a final distribution. After payment of the final distribution to the
partners,  the  Partnership  intends to file a Form 15 with the  Securities  and
Exchange  Commission,  thereby  terminating its reporting  obligations under the
Securities  and Exchange Act of 1934.  The  Partnership  will also terminate its
existence  with the  California  Secretary of State.  The  Partnership  hopes to
complete the process of winding up and  terminating  during the third and fourth
quarters of 2004.

Relationship between Purchaser and the General Partners

The Purchaser intends to engage one of the General Partners, Textainer Equipment
Management Limited ("TEM"), to manage the containers sold by the Partnership.

The  Purchaser,  whom is not an  affiliate  of the  Partnership  or the  General
Partners,  is owned by three  corporations ("the  Shareholders").  None of these
Shareholders is an affiliate of the General Partners or the Partnership, but all
Shareholders  have had business  transactions  with the General  Partners in the
past. One of the  Shareholders  is currently a minority owner of a joint venture
that owns  containers,  and this  joint  venture's  majority  owner is a General
Partner.  TEM  manages  this  joint  venture's  containers,  as  well  as  other
containers in which these  Shareholders have an ownership  interest.  One of the
Shareholders is also a bank, of which a General Partner is a customer.



Item 7. Financial Statements and Exhibits.

(a) Not Applicable.

(b) Not Applicable.

(c) Not Applicable.


<PAGE>




                                   SIGNATURES


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


                          TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                          A California Limited Partnership

                          By Textainer Capital Corporation
                          The Managing General Partner



                          By ________________________________________
                             Ernest J. Furtado
                             Chief Financial Officer


Date:  July 12, 2004



<PAGE>



                                   SIGNATURES


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


                          TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                          A California Limited Partnership

                          By Textainer Capital Corporation
                          The Managing General Partner



                          By /s/ Ernest J. Furtado
                             ________________________________________
                             Ernest J. Furtado
                             Chief Financial Officer


Date:  July 12, 2004
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UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549

                                    FORM 8-K

                  CURRENT REPORT UNDER SECTION 13 OR 15 (D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                                  July 12, 2004
                Date of report (Date of Earliest Event Reported)

                    TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                        A California Limited Partnership
             (Exact name of Registrant as specified in its charter)

             California                    0-22337                94-3220152
   (State or other jurisdiction    (Commission file number)     (IRS Employer
of incorporation or organization)                            Identification No.)

    650 California Street, 16th Floor
           San Francisco, CA                                      94108
(Address of Principal Executive Offices)                       (ZIP Code)

                                 (415) 434-0551
              (Registrant's telephone number, including area code)
Item 2. Acquisition or Disposition of Assets.

General

Textainer  Equipment Income Fund VI, L.P., a California limited partnership (the
"Partnership"),  and other limited  partnerships managed by the General Partners
have reached an agreement in principal to sell their remaining  container fleets
to a joint venture (the "Purchaser"). The Partnership currently anticipates that
a Purchase and Sale agreement  will be finalized and the sale  completed  during
the third quarter of 2004.

Description of Sale

All of the  Partnership's  containers are being sold in exchange for cash. These
containers  consist of 20 foot and 40 foot standard  containers and 40 foot high
cube containers.  For more information on the Partnership's container fleet, see
its most recent  report on Form 10-K filed for the fiscal  year ending  December
31, 2003.

The final purchase price for the containers has not yet been determined,  but it
is anticipated  that, for containers not subject to direct finance  leases,  the
purchase  price will be based on a fixed price for each container by type and by
year of manufacture.  The General  Partners expect that the total purchase price
for the containers will be reduced by deferred revenues,  accrued expenses, such
as expenses for the damage protection plan, and accounts  payable.  The purchase
price is expected to be increased by the net present value of lease payments for
containers subject to direct finance leases.

The sale is  subject  to  negotiations  between  the  General  Partners  and the
Purchaser  regarding  the  terms  of the  final  purchase  and  sale  agreement.
Additional  information  regarding the sale, including details of its completion
or  expected  completion,  will be  reported  either  on Form 8-K or Form  10-Q,
whichever is relevant at the time.

Reasons for Sale

The  General  Partners  decided  that it would be in the best  interests  of the
Partnership to sell its containers now for the following reasons:

   1.     Current demand and market  conditions for leased and used  containers.
          Demand for leased  containers is currently  very strong and the market
          for used  containers is better than it has been in several  years.  In
          the  General  Partners'  experience,  the  market  for leased and used
          containers  is cyclical,  driven in part by global  supply and demand.
          The General Partners believe that current market conditions  present a
          good  opportunity  for  maximizing  the  value  of  the  Partnership's
          container  fleet.  The General  Partners cannot predict whether future
          years would afford an equally  favorable  opportunity  for the sale of
          the Partnership's containers.

   2.     Projected  increase in overhead  expense.  The  Partnership  currently
          shares overhead expenses with five other  partnerships  managed by the
          general  partners.  Four of these  partnerships  are  already in their
          liquidation   phase,   and  termination  of  these   partnerships  can
          reasonably be considered  imminent,  given the current  market and the
          associated opportunities for selling used containers. After these four
          partnerships  terminate,  the  Partnership's  overhead  expenses  will
          increase  significantly.   Furthermore,   the  Partnership  will  face
          increased expenses for regulatory  compliance with respect to its 2005
          fiscal year, at which time all of the relevant aspects of the Sarbanes
          Oxley Act will  apply to the  Partnership,  including  those  sections
          requiring reports on internal controls.
Anticipated Termination of the Partnership and Final Distributions

The Partnership is a finite-life  entity and, upon the successful  completion of
the  sale of its  containers,  the  Partnership  will  dissolve  and  eventually
terminate. All regular distributions to limited partners will stop once the sale
of the assets is finalized.  The  Partnership  will instead make one liquidating
distribution and a final  distribution.  The Partnership  currently  anticipates
making the liquidating  distribution to its partners of the majority of the cash
received  from the sale  within  approximately  one month of its  receipt of the
cash. The Partnership will then continue the process of winding up its business,
collecting any outstanding  accounts  receivables from its lessees and using the
remaining cash to pay expenses  associated with the liquidation and termination.
Any cash left over after the payment of these  expenses will be  distributed  to
partners as a final distribution. After payment of the final distribution to the
partners,  the  Partnership  intends to file a Form 15 with the  Securities  and
Exchange  Commission,  thereby  terminating its reporting  obligations under the
Securities  and Exchange Act of 1934.  The  Partnership  will also terminate its
existence  with the  California  Secretary of State.  The  Partnership  hopes to
complete the process of winding up and  terminating  during the third and fourth
quarters of 2004.

Relationship between Purchaser and the General Partners

The Purchaser intends to engage one of the General Partners, Textainer Equipment
Management Limited ("TEM"), to manage the containers sold by the Partnership.

The  Purchaser,  whom is not an  affiliate  of the  Partnership  or the  General
Partners,  is owned by three  corporations ("the  Shareholders").  None of these
Shareholders is an affiliate of the General Partners or the Partnership, but all
Shareholders  have had business  transactions  with the General  Partners in the
past. One of the  Shareholders  is currently a minority owner of a joint venture
that owns  containers,  and this  joint  venture's  majority  owner is a General
Partner.  TEM  manages  this  joint  venture's  containers,  as  well  as  other
containers in which these  Shareholders have an ownership  interest.  One of the
Shareholders is also a bank, of which a General Partner is a customer.

Item 7. Financial Statements and Exhibits.

(a) Not Applicable.

(b) Not Applicable.

(c) Not Applicable.
SIGNATURES

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

                          TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                          A California Limited Partnership

                          By Textainer Capital Corporation
                          The Managing General Partner

                          By ________________________________________
                             Ernest J. Furtado
                             Chief Financial Officer

Date:  July 12, 2004
SIGNATURES

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

                          TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                          A California Limited Partnership

                          By Textainer Capital Corporation
                          The Managing General Partner

                          By /s/ Ernest J. Furtado
                             ________________________________________
                             Ernest J. Furtado
                             Chief Financial Officer

Date:  July 12, 2004