SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                   Form 10-KSB

[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE ACT OF
     1934

                    For the fiscal year ended December 31, 2003

[ ]  TRANSITION  REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934


                  For the transition period _________to _________

                         Commission file number 0-17646

                       UNITED INVESTORS INCOME PROPERTIES
                 (Name of small business issuer in its charter)

         Missouri                                                43-1483942
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                         55 Beattie Place, P.O. Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)

                                 (864) 239-1000
                            Issuer's telephone number

           Securities registered under Section 12(b) of the Exchange Act:

                                      None

           Securities registered under Section 12(g) of the Exchange Act:

                      Units of Limited Partnership Interest
                                (Title of class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act of 1934 during the past 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___

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will 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-KSB or any
amendment to this Form 10-KSB. [X]

State issuer's revenues for its most recent fiscal year.  $1,758,000

State the aggregate  market value of the voting  partnership  interests  held by
non-affiliates  computed  by  reference  to the price at which  the  partnership
interests  were sold,  or the average bid and asked  prices of such  partnership
interests, as of December 31, 2003. No market exists for the limited partnership
interests of the Registrant,  and,  therefore,  no aggregate market value can be
determined.



                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None


<PAGE>



The matters discussed in this report contain certain forward-looking statements,
including, without limitation, statements regarding future financial performance
and the effect of government  regulations.  Actual results may differ materially
from those described in the forward-looking statements and will be affected by a
variety of risks and factors including,  without limitation:  national and local
economic  conditions;  the terms of  governmental  regulations  that  affect the
Registrant and interpretations of those regulations; the competitive environment
in which the Registrant operates;  financing risks, including the risk that cash
flows from operations may be insufficient to meet required payments of principal
and interest;  real estate risks, including variations of real estate values and
the general  economic  climate in local markets and  competition  for tenants in
such markets;  litigation,  including  costs  associated  with  prosecuting  and
defending  claims  and  any  adverse   outcomes,   and  possible   environmental
liabilities.   Readers  should  carefully  review  the  Registrant's   financial
statements and the notes thereto,  as well as the risk factors  described in the
documents  the  Registrant  files  from  time to time  with the  Securities  and
Exchange Commission.

                                     PART I

Item 1.     Description of Business

United  Investors  Income  Properties  (the  "Registrant" or  "Partnership"),  a
Missouri Limited  Partnership,  was organized as a limited partnership under the
laws of the State of Missouri on June 23, 1988.  The  Partnership is governed by
an Agreement of Limited  Partnership  dated July 27, 1988. United Investors Real
Estate, Inc., a Delaware corporation, is the sole general partner ("UIRE" or the
"General Partner") of the Partnership.  UIRE was originally  wholly-owned by MAE
GP Corporation ("MAE GP").  Effective  February 25, 1998, MAE GP was merged into
AIMCO/IPT,  Inc.  (formerly  known as  Insignia  Properties  Trust)  ("IPT"),  a
Delaware  corporation  and a subsidiary of Apartment  Investment  and Management
Company  ("AIMCO"),  a publicly traded real estate  investment  trust. On May 1,
2003, Everest Properties,  Inc., a California  corporation  ("Everest") acquired
all of the  capital  stock of the  General  Partner.  In  connection  with  this
transaction,  the General  Partner and the  Partnership  entered into a Services
Agreement  effective May 1, 2003 (the "Services  Agreement") with NHP Management
Company ("NHP"), an affiliate of AIMCO,  whereby NHP agreed to provide portfolio
and property management services for the Partnership.  The portfolio  management
services included the services the General Partner of the Partnership  generally
performs or procures  in  connection  with the  management  of the  Partnership,
subject  to certain  limitations  provided  for in the  Services  Agreement.  As
compensation  for providing the portfolio  management  services and the property
management  services,  the General  Partner paid and assigned over to NHP all of
the income, distributions, fees, commissions,  reimbursements and other payments
payable by the Partnership to the General  Partner or any of its affiliates.  On
February 27, 2004, IPT  reacquired  from Everest all of the capital stock of the
General Partner. As of February 27, 2004, the Services Agreement was terminated.
As the sole  stockholder  of UIRE,  IPT is in a position  to remove the  current
directors  and elect the  directors  of UIRE and  consequently  to  control  the
Partnership.  As of February  27,  2004,  David I. Lesser and W. Robert  Kohorst
resigned as directors of UIRE, and IPT appointed Martha Long and Peter Kompaniez
as directors of UIRE. The Partnership Agreement provides that the Partnership is
to terminate on December 31, 2018 unless terminated prior to such date.

Commencing in May 1988,  the  Partnership  offered,  pursuant to a  Registration
Statement  filed with the Securities and Exchange  Commission  ("SEC"),  up to a
maximum of 80,000 units of limited  partnership  interest  (the "Units") at $250
per Unit with a minimum  required  purchase of eight Units or $2,000 (four Units
or  $1,000  for  an  Individual  Retirement  Account).  The  offering  of  Units
terminated May 4, 1990.  Upon  termination of the offering,  the Partnership had
accepted  subscriptions for 61,063 Units resulting in gross offering proceeds of
approximately  $15,266,000.  Since its initial offering, the Partnership has not
received,  nor  are  limited  partners  required  to  make,  additional  capital
contributions.

The  Partnership  was  engaged  in  the  business  of  acquiring  and  operating
multifamily  residential and commercial real estate  properties and other income
producing  real  estate.   The  Partnership   had  acquired  three   multifamily
residential  properties,  a medical office building,  and an interest in a joint
venture which owned a medical office  building.  The medical office building and
the joint venture were sold  December 30, 1999.  The  remaining  properties  are
residential  properties  and are further  described in "Item 2.  Description  of
Properties".

The Partnership  has no employees.  Management and  administrative  services are
provided by the General Partner and by agents  retained by the General  Partner.
An affiliate of NHP has been providing such property management services.

Risk Factors

The  real  estate  business  in which  the  Partnership  is  engaged  is  highly
competitive.  There are other  residential  properties within the market area of
the Partnership's properties.  The number and quality of competitive properties,
including  those which may be managed by an affiliate of the General  Partner or
NHP in such market area,  could have a material  effect on the rental market for
the apartments and the rents that may be charged for such apartments.  While the
General  Partner and NHP and their  affiliates  own and/or control a significant
number  of  apartment  units in the  United  States,  such  units  represent  an
insignificant  percentage  of total  apartment  units in the  United  States and
competition for the apartments is local.

Laws benefiting  disabled persons may result in the Partnership's  incurrence of
unanticipated  expenses.  Under the Americans with  Disabilities Act of 1990, or
ADA,  all places  intended to be used by the public are required to meet certain
Federal  requirements  related to access and use by disabled persons.  Likewise,
the Fair Housing Amendments Act of 1988, or FHAA, requires apartment  properties
first occupied after March 13, 1990 to be accessible to the  handicapped.  These
and other  Federal,  state  and  local  laws may  require  modifications  to the
Partnership's   properties,   or  restrict   renovations   of  the   properties.
Noncompliance  with  these laws could  result in the  imposition  of fines or an
award of  damages  to private  litigants  and also  could  result in an order to
correct any  non-complying  feature,  which could result in substantial  capital
expenditures.  Although  the General  Partner  believes  that the  Partnership's
properties  are  substantially  in  compliance  with present  requirements,  the
Partnership  may incur  unanticipated  expenses  to comply  with the ADA and the
FHAA.

Both  the  income  and  expenses  of  operating  the  properties  owned  by  the
Partnership are subject to factors outside of the Partnership's control, such as
changes in the supply and demand for similar  properties  resulting from various
market  conditions,  increases/decreases  in unemployment or population  shifts,
changes in the availability of permanent mortgage  financing,  changes in zoning
laws,  or changes in patterns or needs of users.  In  addition,  there are risks
inherent in owning and operating residential  properties because such properties
are  susceptible to the impact of economic and other  conditions  outside of the
control of the Partnership.

There have been, and it is possible there may be other, Federal, state and local
legislation  and  regulations   enacted   relating  to  the  protection  of  the
environment.  The Partnership is unable to predict the extent,  if any, to which
such new  legislation  or  regulations  might occur and the degree to which such
existing or new legislation or regulations might adversely affect the properties
owned by the Partnership.

The Partnership  monitors its properties for evidence of pollutants,  toxins and
other dangerous substances, including the presence of asbestos. In certain cases
environmental testing has been performed,  which resulted in no material adverse
conditions or liabilities.  In no case has the Partnership  received notice that
it is a potentially  responsible party with respect to an environmental clean up
site.

A further description of the Partnership's business is included in "Management's
Discussion and Analysis or Plan of Operation"  included in "Item 6" of this Form
10-KSB.

Item 2.     Description of Properties

The following table sets forth the Partnership's investment in properties:
<TABLE>
<CAPTION>

                                     Date of
Property                             Purchase       Type of Ownership        Use

<S>                                  <C>   <C>
Bronson Place Apartments             11/01/88          Fee simple         Apartment
  Mountlake Terrace, WA                                                   70 units

Defoors Crossing Apartments          05/01/89          Fee simple         Apartment
  Atlanta, GA                                                             60 units

Meadow Wood Apartments               10/02/89          Fee simple         Apartment
  Medford, OR                                                             85 units
</TABLE>

Schedule of Properties

Set forth below for each of the  Partnership's  properties is the gross carrying
value,  accumulated  depreciation,  depreciable life, method of depreciation and
Federal tax basis.
<TABLE>
<CAPTION>

                       Gross
                      Carrying    Accumulated   Depreciable               Federal
Property               Value     Depreciation      Life       Method     Tax Basis
                          (in thousands)                              (in thousands)
<S>                   <C>           <C>          <C>                      <C>
Bronson Place         $ 3,898       $ 1,749      5-40 yrs      S/L        $ 2,247
Defoors Crossing        3,612         1,502      5-40 yrs      S/L          2,084
Meadow Wood             3,965         1,706      5-40 yrs      S/L          2,267
      Totals          $11,475       $ 4,957                               $ 6,598
</TABLE>

See "Note A, Organization and Significant Accounting Policies." of the financial
statements  in  "Item  7.  Financial   Statements"  for  a  description  of  the
Partnership's capitalization and depreciation policies.

Schedule of Rental Rates and Occupancy

Average annual rental rates and occupancy for 2003 and 2002 for each property:

                                      Average Annual             Average Annual
                                       Rental Rates                 Occupancy
                                        (per unit)
Property                            2003           2002         2003        2002
Bronson Place Apartments           $9,211         $9,784         88%         89%
Defoors Crossing Apartments         8,864          9,288         86%         91%
Meadow Wood Apartments              8,053          7,951         94%         94%

The General  Partner  attributes  the  decreased  occupancy at DeFoors  Crossing
Apartments to increased  layoffs in the area,  increased  competition and a slow
local economy.

As noted under "Item 1.  Description of Business",  the real estate  industry is
highly  competitive.  All of the  properties of the  Partnership  are subject to
competition  from other  residential  apartment  complexes in the  localities in
which they operate.  The General Partner believes that all of the properties are
adequately  insured.  Each  residential  property is an apartment  complex which
leases units for lease terms of one year or less. No  residential  tenant leases
10% or more of the available  rental space.  All of the  properties  are in good
physical  condition,  subject to normal  depreciation  and  deterioration  as is
typical for assets of this type and age.

Schedule of Real Estate Taxes and Rates

Real estate taxes and effective rates in 2003 for each property were:

                                                 2003            2003
                                                 Taxes           Rates
                                            (in thousands)
Bronson Place Apartments                         $ 52            1.30%
Defoors Crossing Apartments                        51            1.79%
Meadow Wood Apartments                             53            1.46%

Capital Improvements

Bronson Place

During the year ended December 31, 2003, the Partnership completed approximately
$40,000  of  capital  expenditures  at  Bronson  Place  Apartments,   consisting
primarily of floor covering and appliance  replacements  and major  landscaping.
These  improvements  were funded from operating  cash flow.  The  Partnership is
currently  evaluating  the capital  improvement  needs of the  property  for the
upcoming year and currently expects to budget approximately $39,000.  Additional
improvements  may be  considered  during  2004 and will  depend on the  physical
condition of the property and anticipated cash flow generated by the property.

Defoors Crossing

During the year ended December 31, 2003, the Partnership completed approximately
$33,000  of capital  expenditures  at DeFoors  Crossing  Apartments,  consisting
primarily of floor  covering and  appliance  replacements  and swimming pool and
heating unit upgrades.  These improvements were funded from operating cash flow.
The  Partnership is currently  evaluating the capital  improvement  needs of the
property for the upcoming  year and  currently  expects to budget  approximately
$33,000.  Additional  improvements may be considered during 2004 and will depend
on the physical condition of the property and anticipated cash flow generated by
the property.

Meadow Wood

During the year ended December 31, 2003, the Partnership completed approximately
$31,000 of capital expenditures at Meadow Wood Apartments,  consisting primarily
of floor covering and appliance replacements and structural improvements.  These
improvements  were funded from operating cash flow. The Partnership is currently
evaluating the capital  improvement  needs of the property for the upcoming year
and currently expects to budget approximately  $47,000.  Additional  improvement
needs may be considered during 2004 and will depend on the physical condition of
the property and anticipated cash flow generated by the property.

Item 3.     Legal Proceedings

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the General  Partner,
was served with a Complaint in the United  States  District  Court,  District of
Columbia alleging that AIMCO Properties L.P.  willfully  violated the Fair Labor
Standards  Act (FLSA) by failing to pay  maintenance  workers  overtime  for all
hours  worked  in  excess  of forty  per  week.  The  Complaint  is  styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the  Complaint  denying the  substantive  allegations.  Discovery  is  currently
underway.

The  General  Partner  does not  anticipate  that any costs to the  Partnership,
whether legal or settlement costs, associated with this case will be material to
the Partnership's overall operations.

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

During the quarter ended  December 31, 2003, no matters were submitted to a vote
of Unit holders through the solicitation of proxies or otherwise.

                                     PART II

Item 5.     Market for Partnership Equity and Related Partner Matters

The Partnership,  a publicly-held  limited partnership,  offered 80,000 and sold
61,063 Limited Partnership Units (the "Units")during its offering period through
May 4, 1990, aggregating  approximately  $15,266,000.  The Partnership currently
has 61,063 Units  outstanding  and 1,204  holders of record.  Affiliates  of the
General  Partner and AIMCO owned 25,379 Units or 41.56% at December 31, 2003. No
public  trading  market has developed for the Units,  and it is not  anticipated
that such a market will develop in the future.

The following table sets forth the distributions made by the Partnership for the
years ended  December 31, 2003 and 2002 (see "Item 6 -  Management's  Discussion
and Analysis or Plan of Operation" for further details):
<TABLE>
<CAPTION>

                                        Per Limited                        Per Limited
                       Year Ended       Partnership      Year Ended        Partnership
                    December 31, 2003      Unit       December 31, 2002       Unit

<S>                       <C>             <C>               <C>              <C>
Operations                $ 405           $ 6.57            $ 581            $ 9.42
</TABLE>

Future cash  distributions  will depend on the levels of net cash generated from
operations,  the  availability  of cash  reserves,  and the timing of financings
and/or  property sales.  The  Partnership's  cash available for  distribution is
reviewed  on a  monthly  basis.  There  can be no  assurance,  however  that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital  improvements  to permit any  distributions  to its  partners in 2004 or
subsequent   periods.   See  "Item  2.   Description  of   Properties,   Capital
Improvements" for information  relating to anticipated  capital  expenditures at
the properties.

Until May 1, 2003,  AIMCO was the indirect sole  stockholder  of UIRE,  the sole
general  partner  of the  Partnership  and  therefore  held  all of the  general
partnership interest in the Partnership.  From May 1, 2003 to February 27, 2004,
Everest  held all of the  capital  stock  of the  General  Partner.  As the sole
stockholder of UIRE,  Everest was in a position to remove the current  directors
and elect the  directors of UIRE and  consequently  to control the  Partnership;
however,  AIMCO and Everest agreed that AIMCO would,  contingent  upon obtaining
any necessary  consents,  replace UIRE as the general  partner.  On February 27,
2004,  AIMCO/IPT,  Inc., a wholly owned  subsidiary  of AIMCO,  reacquired  from
Everest all of the capital  stock of UIRE,  and AIMCO again  became the indirect
sold  stockholder  of UIRE.  As of December 31, 2003,  AIMCO and its  affiliates
owned  24,429  limited  partnership  units  (the  "Units")  in  the  Partnership
representing  40.00% of the  outstanding  units.  A number of these  Units  were
acquired pursuant to tender offers made by AIMCO or its affiliates. AIMCO or its
affiliates may acquire additional Units in exchange for cash or a combination of
cash and units in AIMCO  Properties,  L.P., the operating  partnership of AIMCO,
either through private purchases or tender offers. As of December 31, 2003, UIRE
owned 950 Units in the Partnership  representing 1.56% of the outstanding Units.
Pursuant to the  Partnership  Agreement,  unitholders  holding a majority of the
Units are  entitled  to take action  with  respect to a variety of matters  that
include, but are not limited to, voting on certain amendments to the Partnership
Agreement and voting to remove the General Partner. As a result of its ownership
of  40.00%  of the  outstanding  Units  at  December  31,  2003,  AIMCO  and its
affiliates are in a position to influence all such voting decisions with respect
to the  Partnership.  Although the General Partner owes fiduciary  duties to the
limited  partners of the  Partnership,  the General  Partner also owes fiduciary
duties to AIMCO as the sole stockholder of the General Partner. As a result, the
duties of the General Partner,  as general  partner,  to the Partnership and its
limited  partners may come into conflict with the duties of the General  Partner
to AIMCO, as its sole stockholder.

Item 6.     Management's Discussion and Analysis or Plan of Operation

This item should be read in conjunction with the financial  statements and other
items contained elsewhere in this report.

Results of Operations

The Partnership realized net income of approximately $271,000 for the year ended
December 31, 2003, compared to net income of approximately $457,000 for the year
ended  December 31, 2002. The decrease in net income for the year ended December
31, 2003,  is primarily  due to a decrease in total  revenues and an increase in
total expenses.

Total  revenues  decreased  due to a decrease in rental  income.  Rental  income
decreased  primarily  due  to  a  decrease  in  occupancy  at  DeFoors  Crossing
Apartments  and  reduced  average  rental  rates at  Bronson  Place and  DeFoors
Crossing Apartments.

Total  expenses  increased  primarily  due to an increase in operating  expenses
partially  offset by a slight  decrease in general and  administrative  expense.
Depreciation  and  property tax expenses  remained  relatively  constant for the
comparable   periods.   Operating   expenses   increased  due  to  increases  in
advertising,  property and maintenance  expenses.  Advertising expense increased
due to increases in periodicals  advertising at Defoors Crossing  Apartments and
web advertising at Bronson Place and Meadow Wood  Apartments.  Property  expense
increased  primarily due to increases in utility  expenses and temporary help at
Bronson Place Apartments and an increase in utility expenses at DeFoors Crossing
Apartments.  Maintenance expenses increased due to increases in contract repairs
at Bronson  Place and Meadow Wood  Apartments  and painting  supplies at Defoors
Crossing  Apartments  partially  offset by decreases in contract yard and ground
work at Bronson  Place  Apartments  and  contract  interior  painting at Defoors
Crossing Apartments.

General and  administrative  expenses decreased due to a decrease in the cost of
services  provided by the General  Partner and its  affiliates  or assignees and
communications with investors and regulatory  agencies.  Included in general and
administrative  expenses is the cost of services provided by the General Partner
and its affiliates or assignees as allowed under the Partnership Agreement. Also
included in general and  administrative  expenses are costs  associated with the
quarterly and annual  communications  with investors and regulatory agencies and
the annual audit required by the Partnership Agreement.

As part of the ongoing  business plan of the  Partnership,  the General  Partner
monitors the rental market  environment of the  investment  properties to assess
the feasibility of increasing rents,  maintaining or increasing occupancy levels
and protecting the Partnership from increases in expense.  As part of this plan,
the  General  Partner  attempts to protect  the  Partnership  from the burden of
inflation-related  increases in expenses by increasing  rents and  maintaining a
high  overall  occupancy  level.  However,  the  General  Partner may use rental
concessions and rental rate reductions to offset  softening  market  conditions,
accordingly,  there is no  guarantee  that the General  Partner  will be able to
sustain such a plan.

Liquidity and Capital Resources

At  December  31,  2003,  the  Partnership  had  cash and  cash  equivalents  of
approximately  $509,000 compared to approximately $344,000 at December 31, 2002.
Cash  and  cash  equivalents  increased  by  approximately   $165,000  from  the
Partnership's  year ended  December 31, 2002, due to  approximately  $674,000 of
cash  provided  by  operating   activities,   which  was  partially   offset  by
approximately  $405,000 of cash used in financing  activities and  approximately
$104,000 of cash used in investing activities. Cash used in financing activities
consisted  of  distributions  paid  to the  partners.  Cash  used  in  investing
activities consisted of property improvements and replacements.  The Partnership
invests its working capital reserves in interest bearing accounts.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures  required at the various  properties  to  adequately  maintain  the
physical  assets and other operating needs of the Partnership and to comply with
Federal, state and local legal and regulatory requirements.  The General Partner
monitors  developments  in the area of legal and  regulatory  compliance  and is
studying  new  federal  laws,  including  the  Sarbanes-Oxley  Act of 2002.  The
Sarbanes-Oxley Act of 2002 mandates or suggests  additional  compliance measures
with regard to governance,  disclosure, audit and other areas. In light of these
changes,  the Partnership  expects that it will incur higher expenses related to
compliance,  including  increased  legal  and audit  fees.  The  Partnership  is
currently  evaluating  the capital  improvement  needs of the properties for the
upcoming year and currently expects to budget approximately $119,000. Additional
improvements  may be  considered  during  2004 and will  depend on the  physical
condition of the  properties as well as  anticipated  cash flow generated by the
properties. The additional capital expenditures will be incurred only if cash is
available from operations or from Partnership  reserves. To the extent that such
budgeted capital  improvements are completed,  the  Partnership's  distributable
cash flow, if any, may be adversely affected at least in the short term.

The  Partnership  distributed  the  following  amounts  during  the years  ended
December 31, 2003 and 2002 (in thousands, except per unit data):
<TABLE>
<CAPTION>

                                        Per Limited                        Per Limited
                       Year Ended       Partnership      Year Ended        Partnership
                    December 31, 2003      Unit       December 31, 2002       Unit

<S>                       <C>             <C>               <C>              <C>
Operations                $ 405           $ 6.57            $ 581            $ 9.42
</TABLE>

Future cash  distributions  will depend on the levels of net cash generated from
operations,  the  availability  of cash  reserves,  and the timing of financings
and/or  property sales.  The  Partnership's  cash available for  distribution is
reviewed  on a monthly  basis.  There  can be no  assurance,  however,  that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital improvements to permit any distributions to its partners during the year
2004 or subsequent periods.

Other

Until May 1, 2003,  AIMCO was the indirect sole  stockholder  of UIRE,  the sole
general  partner  of the  Partnership  and  therefore  held  all of the  general
partnership interest in the Partnership.  From May 1, 2003 to February 27, 2004,
Everest  held all of the  capital  stock  of the  General  Partner.  As the sole
stockholder of UIRE,  Everest was in a position to remove the current  directors
and elect the  directors of UIRE and  consequently  to control the  Partnership;
however,  AIMCO and Everest agreed that AIMCO would,  contingent  upon obtaining
any necessary  consents,  replace UIRE as the general  partner.  On February 27,
2004,  AIMCO/IPT,  Inc., a wholly owned  subsidiary  of AIMCO,  reacquired  from
Everest all of the capital  stock of UIRE,  and AIMCO again  became the indirect
sold  stockholder  of UIRE.  As of December 31, 2003,  AIMCO and its  affiliates
owned  24,429  limited  partnership  units  (the  "Units")  in  the  Partnership
representing  40.00% of the  outstanding  units.  A number of these  Units  were
acquired pursuant to tender offers made by AIMCO or its affiliates. AIMCO or its
affiliates may acquire additional Units in exchange for cash or a combination of
cash and units in AIMCO  Properties,  L.P., the operating  partnership of AIMCO,
either through private purchases or tender offers. As of December 31, 2003, UIRE
owned 950 Units in the Partnership  representing 1.56% of the outstanding Units.
Pursuant to the  Partnership  Agreement,  unitholders  holding a majority of the
Units are  entitled  to take action  with  respect to a variety of matters  that
include, but are not limited to, voting on certain amendments to the Partnership
Agreement and voting to remove the General Partner. As a result of its ownership
of  40.00%  of the  outstanding  Units  at  December  31,  2003,  AIMCO  and its
affiliates are in a position to influence all such voting decisions with respect
to the  Partnership.  Although the General Partner owes fiduciary  duties to the
limited  partners of the  Partnership,  the General  Partner also owes fiduciary
duties to AIMCO as the sole stockholder of the General Partner. As a result, the
duties of the General Partner,  as general  partner,  to the Partnership and its
limited  partners may come into conflict with the duties of the General  Partner
to AIMCO, as its sole stockholder.

Critical Accounting Policies and Estimates

A summary of the Partnership's  significant  accounting  policies is included in
"Note A - Organization and Significant Accounting Policies" which is included in
the financial statements in "Item 7. Financial Statements".  The General Partner
believes  that  the  consistent   application  of  these  policies  enables  the
Partnership  to provide  readers of the  financial  statements  with  useful and
reliable  information  about the  Partnership's  operating results and financial
condition. The preparation of financial statements in conformity with accounting
principles  generally  accepted in the United States requires the Partnership to
make  estimates and  assumptions.  These  estimates and  assumptions  affect the
reported  amounts  of  assets  and  liabilities  at the  date  of the  financial
statements  as well as reported  amounts of  revenues  and  expenses  during the
reporting  period.  Actual results could differ from these estimates.  Judgments
and  assessments  of  uncertainties  are required in applying the  Partnership's
accounting  policies  in  many  areas.  The  Partnership  believes  that  of its
significant  accounting  policies,  the following may involve a higher degree of
judgment and complexity.

Impairment of Long-Lived Assets

Investment  properties  are  recorded at cost,  less  accumulated  depreciation,
unless  considered  impaired.  If  events  or  circumstances  indicate  that the
carrying  amount of a property may be  impaired,  the  Partnership  will make an
assessment of its  recoverability  by estimating  the  undiscounted  future cash
flows,  excluding  interest  charges,  of the property.  If the carrying  amount
exceeds the aggregate  future cash flows,  the  Partnership  would  recognize an
impairment  loss to the extent the carrying amount exceeds the fair value of the
property.

Real  property  investments  are  subject  to varying  degrees of risk.  Several
factors  may  adversely  affect  the  economic  performance  and  value  of  the
Partnership's investment properties.  These factors include, but are not limited
to,  changes  in the  national,  regional  and  local  economic  climate;  local
conditions,  such as an oversupply of multifamily  properties;  competition from
other available  multifamily property owners and changes in market rental rates.
Any  adverse  changes  in  these  factors  could  cause  an  impairment  in  the
Partnership's assets.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less.
Rental income  attributable to leases is recognized monthly as it is earned. The
Partnership  evaluates all accounts receivable from residents and establishes an
allowance, after the application of security deposits, for accounts greater than
30 days past due on current tenants and all receivables due from former tenants.
The Partnership will offer rental concessions during particularly slow months or
in response to heavy  competition from other similar  complexes in the area. Any
concessions  given at the inception of the lease are amortized  over the life of
the lease.

Item 7.     Financial Statements

UNITED INVESTORS INCOME PROPERTIES

LIST OF FINANCIAL STATEMENTS

Report of Ernst & Young LLP, Independent Auditors

Independent Auditors Report

Balance Sheet - December 31, 2003

Statements of Operations - Years ended December 31, 2003 and 2002

Statements of Changes in Partners'  (Deficiency)  Capital - Years ended December
31, 2003 and 2002

Statements of Cash Flows - Years ended December 31, 2003 and 2002

Notes to Financial Statements


<PAGE>


                 Report of Ernst & Young LLP, Independent Auditors



The Partners
United Investors Income Properties


We have  audited  the  accompanying  balance  sheet of United  Investors  Income
Properties as of December 31, 2003,  and the related  statements of  operations,
changes in partners'  (deficiency)  capital,  and cash flows for each of the two
years in the period ended December 31, 2003. 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 auditing standards generally accepted
in the United States. 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 United  Investors  Income
Properties at December 31, 2003,  and the results of its operations and its cash
flows  for each of the two years in the  period  ended  December  31,  2003,  in
conformity with accounting principles generally accepted in the United States.


                                                            /s/Ernst & Young LLP


Greenville, South Carolina
February 27, 2004



<PAGE>




                       UNITED INVESTORS INCOME PROPERTIES

                                  BALANCE SHEET
                        (in thousands, except unit data)

                                December 31, 2003
<TABLE>
<CAPTION>


Assets
<S>                                                                          <C>
  Cash and cash equivalents                                                  $ 509
  Receivables and deposits                                                       33
  Other assets                                                                   42
  Investment properties (Note B):
    Land                                                      $ 1,522
    Buildings and related personal property                     9,953
                                                               11,475
    Less accumulated depreciation                              (4,957)        6,518
                                                                            $ 7,102
Liabilities and Partners' (Deficiency) Capital
Liabilities
  Accounts payable                                                            $ 17
  Tenant security deposit liabilities                                            44
  Accrued property taxes                                                          6
  Other liabilities                                                              32
  Due to affiliates (Note C)                                                     44

Partners' (Deficiency) Capital
  General partner                                              $ (61)
  Limited partners (61,063 units issued and outstanding)        7,020         6,959
                                                                            $ 7,102

                 See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>

                       UNITED INVESTORS INCOME PROPERTIES

                            STATEMENTS OF OPERATIONS
                      (in thousands, except per unit data)

<TABLE>
<CAPTION>

                                                            Years Ended December 31,
                                                                2003          2002
Revenues:
<S>                                                           <C>           <C>
  Rental income                                               $ 1,565       $ 1,660
  Other income                                                    193           189
      Total revenues                                            1,758         1,849

Expenses:
  Operating                                                       777           682
  General and administrative                                      141           154
  Depreciation                                                    415           409
  Property taxes                                                  154           147
      Total expenses                                            1,487         1,392


Net income (Note D)                                            $ 271         $ 457

Net income allocated to general partner (1%)                    $ 3           $ 5
Net income allocated to limited partners (99%)                    268           452

                                                               $ 271         $ 457

Net income per limited partnership unit                        $ 4.39        $ 7.40

Distributions per limited partnership unit                     $ 6.57        $ 9.42


                 See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>

                       UNITED INVESTORS INCOME PROPERTIES

              STATEMENTS OF CHANGES IN PARTNERS' (DEFICIENCY) CAPITAL
                        (in thousands, except unit data)

<TABLE>
<CAPTION>

                                        Limited
                                       Partnership    General     Limited
                                          Units       Partner    Partners     Total

<S>                                       <C>           <C>       <C>        <C>
Original capital contributions            61,063        $ --      $15,266    $15,266

Partners' (deficiency) capital at
  December 31, 2001                       61,063       $ (59)     $ 7,276    $ 7,217

Distributions to partners                     --           (6)       (575)      (581)

Net income for the year ended
  December 31, 2002                           --            5         452        457

Partners' (deficiency) capital at
  December 31, 2002                       61,063          (60)      7,153      7,093

Distributions to partners                     --           (4)       (401)      (405)

Net income for the year ended
  December 31, 2003                           --            3         268        271

Partners' (deficiency) capital at
  December 31, 2003                       61,063       $ (61)     $ 7,020    $ 6,959

                 See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>

                       UNITED INVESTORS INCOME PROPERTIES

                            STATEMENTS OF CASH FLOWS
                                 (in thousands)

<TABLE>
<CAPTION>

                                                              Years Ended December 31,
                                                                  2003        2002
Cash flows from operating activities:
<S>                                                              <C>          <C>
  Net income                                                     $ 271        $ 457
  Adjustments to reconcile net income to net cash
   provided by operating activities:
     Depreciation                                                   415          409
     Change in accounts:
      Receivables and deposits                                        7          (15)
      Other assets                                                   (4)           1
      Accounts payable                                                2            1
      Tenant security deposit liabilities                            (5)          (4)
      Accrued property taxes                                          1           (3)
      Other liabilities                                              (5)         (73)
      Due to affiliates                                              (8)          52
          Net cash provided by operating activities                 674          825

Cash flows used in investing activities:
  Property improvements and replacements                           (104)        (128)


Cash flows used in financing activities:
  Distributions to partners                                        (405)        (581)

Net increase in cash and cash equivalents                           165          116

Cash and cash equivalents at beginning of year                      344          228

Cash and cash equivalents at end of year                         $ 509        $ 344


                 See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>


                       UNITED INVESTORS INCOME PROPERTIES

                          NOTES TO FINANCIAL STATEMENTS

                                December 31, 2003


Note A - Organization and Significant Accounting Policies

Organization:   United   Investors  Income   Properties  (the   "Registrant"  or
"Partnership"),  a Missouri  Limited  Partnership,  was  organized  as a limited
partnership  under  the laws of the  State of  Missouri  on June 23,  1988.  The
Partnership  is governed by an Agreement of Limited  Partnership  dated July 27,
1988. United Investors Real Estate,  Inc., a Delaware  corporation,  is the sole
general partner ("UIRE" or the "General  Partner") of the Partnership.  UIRE was
originally wholly-owned by MAE GP Corporation ("MAE GP"). Effective February 25,
1998,  MAE GP was  merged  into  AIMCO/IPT,  Inc.  (formerly  known as  Insignia
Properties Trust) ("IPT"), a Delaware  corporation and a subsidiary of Apartment
Investment  and  Management  Company  ("AIMCO"),  a publicly  traded real estate
investment  trust.  On May 1,  2003,  Everest  Properties,  Inc.,  a  California
corporation  ("Everest")  acquired  all  of the  capital  stock  of the  General
Partner.  In  connection  with this  transaction,  the  General  Partner and the
Partnership  entered  into a  Services  Agreement  effective  May 1,  2003  (the
"Services  Agreement")  with NHP  Management  Company  ("NHP"),  an affiliate of
AIMCO,  whereby NHP agreed to provide portfolio and property management services
for the Partnership. The portfolio management services included the services the
General Partner of the Partnership  generally performs or procures in connection
with the management of the Partnership,  subject to certain limitations provided
for in the Services  Agreement.  As  compensation  for  providing  the portfolio
management  services and the property management  services,  the General Partner
paid  and  assigned  over  to  NHP  all  of  the  income,  distributions,  fees,
commissions, reimbursements and other payments payable by the Partnership to the
General Partner or any of its  affiliates.  On February 27, 2004, IPT reacquired
from Everest all of the capital stock of the General Partner. As of February 27,
2004, the Services  Agreement was terminated.  As the sole  stockholder of UIRE,
IPT is in a position to remove the current  directors and elect the directors of
UIRE and consequently to control the Partnership. As of February 27, 2004, David
I. Lesser and W. Robert Kohorst resigned as directors of UIRE, and IPT appointed
Martha Long and Peter Kompaniez as directors of UIRE. The Partnership  Agreement
provides  that the  Partnership  is to  terminate  on  December  31, 2018 unless
terminated prior to such date. As of December 31, 2003, the Partnership operates
two residential  properties in the northwest and one residential property in the
south.

Cash and cash equivalents: Cash and cash equivalents include cash on hand and in
banks.  At certain times,  the amount of cash deposited at a bank may exceed the
limit on insured  deposits.  Cash  balances  include  approximately  $419,000 at
December 31, 2003 that are  maintained  by an affiliated  management  company on
behalf of affiliated entities in cash concentration accounts.

Allocations  of  profits,  losses  and  distributions:  In  accordance  with the
partnership agreement, all profits, losses and distributions are to be allocated
1% to the General Partner and 99% to the limited partners.

Tenant  Security  Deposits:  The  Partnership  requires  security  deposits from
lessees  for the  duration  of the  lease  and such  deposits  are  included  in
receivables  and  deposits.  Deposits  are  refunded  when the  tenant  vacates,
provided  the  tenant  has not  damaged  its space and is  current on its rental
payments.

Investment   Properties:   Investment  properties  consist  of  three  apartment
complexes and are stated at cost.  Acquisition fees are capitalized as a cost of
real  estate.  Expenditures  in excess of $250 that  maintain an existing  asset
which  has a  useful  life of more  than one year  are  capitalized  as  capital
replacement  expenditures  and depreciated over the estimated useful life of the
asset.  Expenditures for ordinary  repairs,  maintenance and apartment  turnover
costs are  expensed as  incurred.  In  accordance  with  Statement  of Financial
Accounting  Standards  ("SFAS")  No.  144,  "Accounting  for the  Impairment  or
Disposal of Long-Lived  Assets",  the Partnership  records  impairment losses on
long-lived assets used in operations when events and circumstances indicate that
the assets might be impaired  and the  undiscounted  cash flows  estimated to be
generated by those assets are less than the  carrying  amounts of those  assets.
Costs of investment  properties  that have been  permanently  impaired have been
written down to appraisal or estimated  fair market  value.  No  adjustment  for
impairment of value was recorded for the years ended December 31, 2003 and 2002.

Depreciation:  Depreciation  is  provided by the  straight-line  method over the
estimated lives of the apartment  properties and related personal property.  For
Federal income tax purposes,  the  accelerated  cost recovery method is used for
real property over 18 years for additions  after March 15, 1984,  and before May
9, 1985,  and 19 years for additions  after May 8, 1985,  and before  January 1,
1987. As a result of the Tax Reform Act of 1986,  for additions  after  December
31, 1986, the modified accelerated cost recovery method is used for depreciation
of (1) real  property  additions  over  27.5  years  and (2)  personal  property
additions over 5 years.

Fair Value of Financial Instruments: SFAS No. 107, "Disclosures about Fair Value
of  Financial  Instruments",  as amended  by SFAS No.  119,  "Disclosures  about
Derivative  Financial  Instruments  and Fair  Value of  Financial  Instruments",
requires  disclosure  of fair value  information  about  financial  instruments,
whether or not recognized in the balance  sheet,  for which it is practicable to
estimate  fair  value.  Fair value is defined in the SFAS as the amount at which
the  instruments  could be exchanged in a current  transaction  between  willing
parties,  other than in a forced or liquidation  sale. The Partnership  believes
that the carrying amounts of its financial  instruments  approximate  their fair
values due to the short term maturity of these instruments.

Leases:  The Partnership  leases its  residential  properties  under  short-term
operating  leases.  Lease terms are generally one year or less in duration.  The
Partnership recognizes income monthly as it is earned. The Partnership evaluates
all accounts  receivable from residents and establishes an allowance,  after the
application of security deposits,  for accounts greater than 30 days past due on
current tenants and all receivables  due from former tenants.  In addition,  the
General  Partner's  policy is to offer  rental  concessions  during  periods  of
declining  occupancy  or in response  to heavy  competition  from other  similar
complexes in the area. Any  concessions  given at the inception of the lease are
amortized over the life of the lease.

Use of Estimates:  The  preparation of financial  statements in conformity  with
accounting  principles  generally  accepted  in the  United  States  of  America
requires  management to make estimates and  assumptions  that affect the amounts
reported in the financial  statements  and  accompanying  notes.  Actual results
could differ from those estimates.

Advertising:  The  Partnership  expenses the costs of  advertising  as incurred.
Advertising  expense was  approximately  $57,000 and $35,000 for the years ended
December 31, 2003 and 2002, respectively, and is included in operating expense.

Segment Reporting: SFAS No. 131, "Disclosure about Segments of an Enterprise and
Related  Information"  established  standards  for the way that public  business
enterprises  report  information  about operating  segments in annual  financial
statements and requires that those enterprises report selected information about
operating segments in interim financial reports.  It also established  standards
for related disclosures about products and services, geographic areas, and major
customers.  As defined in SFAS No. 131, the  Partnership has only one reportable
segment.

Note B - Real Estate and Accumulated Depreciation

                                       Initial Cost
                                      To Partnership

                                               Buildings       Net Costs
                                              and Related     Capitalized
                                               Personal      Subsequent to
Description                         Land       Property       Acquisition
                                      (in thousands)        (in thousands)
Bronson Place Apartments           $ 501        $ 2,568          $ 829
Defoors Crossing Apartments           520         2,480             612
Meadow Wood Apartments                501         2,884             580
            Totals                $ 1,522       $ 7,932         $ 2,021

<TABLE>
<CAPTION>

                  Gross Amount At Which Carried
                      At December 31, 2003
                        (in thousands)

                           Buildings
                          And Related
                           Personal            Accumulated     Date of      Date    Depreciable
Description        Land    Property    Total   Depreciation  Construction Acquired  Life-Years
                                              (in thousands)
<S>                <C>      <C>       <C>        <C>             <C>      <C>   <C>    <C>
Bronson Place      $ 501    $ 3,397   $ 3,898    $ 1,749         1988     11/01/88     5-40
Defoors Crossing      520     3,092     3,612      1,502         1988     05/01/89     5-40
Meadow Wood           501     3,464     3,965      1,706         1988     10/02/89     5-40
     Totals       $ 1,522   $ 9,953   $11,475    $ 4,957
</TABLE>


Reconciliation of "real estate and accumulated depreciation":

                                              Years Ended December 31,
                                                  2003         2002
                                                   (in thousands)
   Investment Properties
   Balance at beginning of year                  $11,371      $11,243
     Property improvements                           104          128
   Balance at end of year                        $11,475      $11,371

   Accumulated Depreciation
   Balance at beginning of year                  $ 4,542      $ 4,133
     Amounts charged to expense                      415          409
   Balance at end of year                        $ 4,957      $ 4,542

The  aggregate  cost of the real  estate  for  Federal  income tax  purposes  at
December  31,  2003 and 2002,  is  approximately  $11,592,000  and  $11,489,000,
respectively. The accumulated depreciation taken for Federal income tax purposes
at December  31, 2003 and 2002,  is  approximately  $4,994,000  and  $4,580,000,
respectively.

Note C - Transactions with Affiliated Parties

The Partnership  has no employees and depends on the Services  Agreement for the
management and  administration  of all Partnership  activities.  The Partnership
Agreement  and the  Services  Agreement  provide  for  payments to AIMCO and its
affiliates for services and for  reimbursement of certain  expenses  incurred by
AIMCO and its affiliates on behalf of the Partnership.  Pursuant to the Services
Agreement  discussed in "Note A", all such payments for services provided for in
the Partnership  Agreement shall be paid to NHP which owns a significant  number
of limited partnership units as discussed below.

Affiliates  of NHP are entitled to receive 5% of gross  receipts from all of the
Partnership's  properties  as  compensation  for providing  property  management
services.  The Partnership paid to NHP approximately $88,000 and $95,000 for the
years  ended  December  31,  2003 and 2002,  respectively,  which is included in
operating expenses.

An  affiliate  of  NHP  received  reimbursement  of  accountable  administrative
expenses  amounting  to  approximately  $84,000  and $94,000 for the years ended
December  31,  2003 and 2002,  respectively,  which are  included in general and
administrative expenses and investment properties.  For the years ended December
31, 2003 and 2002 the first three  quarters were based on estimated  amounts and
in the fourth quarter the reimbursements of accountable  administrative expenses
were adjusted based on actual costs (see "Note E").

For acting as real estate broker in  connection  with the 1999 sale of Peachtree
Corners Medical Building, the General Partner earned a real estate commission of
approximately  $21,000.  However,  this amount is not payable  until the limited
partners  receive an amount equal to their  adjusted  capital  investment  and a
cumulative  distribution  equal to an 8% annual return from the last  additional
closing date or, if greater,  a 6%  cumulative  annual return from their date of
admission to the Partnership. At December 31, 2003, the limited partners had not
received  their  return.  Therefore,  the  commission  is  included  in  due  to
affiliates on the accompanying balance sheet at December 31, 2003.

The  Partnership  insures its properties up to certain  limits through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability. The Partnership insures its properties above the AIMCO limits through
insurance policies obtained by AIMCO from insurers unaffiliated with the General
Partner.  During the years ended December 31, 2003 and 2002, the Partnership was
charged  by  AIMCO  and  its  affiliates   approximately  $23,000  and  $28,000,
respectively,  for  insurance  coverage and fees  associated  with policy claims
administration.

Until May 1, 2003,  AIMCO was the indirect sole  stockholder  of UIRE,  the sole
general  partner  of the  Partnership  and  therefore  held  all of the  general
partnership interest in the Partnership.  From May 1, 2003 to February 27, 2004,
Everest  held all of the  capital  stock  of the  General  Partner.  As the sole
stockholder of UIRE,  Everest was in a position to remove the current  directors
and elect the  directors of UIRE and  consequently  to control the  Partnership;
however,  AIMCO and Everest agreed that AIMCO would,  contingent  upon obtaining
any necessary  consents,  replace UIRE as the general  partner.  On February 27,
2004,  AIMCO/IPT,  Inc., a wholly owned  subsidiary  of AIMCO,  reacquired  from
Everest all of the capital  stock of UIRE,  and AIMCO again  became the indirect
sold  stockholder  of UIRE.  As of December 31, 2003,  AIMCO and its  affiliates
owned  24,429  limited  partnership  units  (the  "Units")  in  the  Partnership
representing  40.00% of the  outstanding  units.  A number of these  Units  were
acquired pursuant to tender offers made by AIMCO or its affiliates. AIMCO or its
affiliates may acquire additional Units in exchange for cash or a combination of
cash and units in AIMCO  Properties,  L.P., the operating  partnership of AIMCO,
either through private purchases or tender offers. As of December 31, 2003, UIRE
owned 950 Units in the Partnership  representing 1.56% of the outstanding Units.
Pursuant to the  Partnership  Agreement,  unitholders  holding a majority of the
Units are  entitled  to take action  with  respect to a variety of matters  that
include, but are not limited to, voting on certain amendments to the Partnership
Agreement and voting to remove the General Partner. As a result of its ownership
of  40.00%  of the  outstanding  Units  at  December  31,  2003,  AIMCO  and its
affiliates are in a position to influence all such voting decisions with respect
to the  Partnership.  Although the General Partner owes fiduciary  duties to the
limited  partners of the  Partnership,  the General  Partner also owes fiduciary
duties to AIMCO as the sole stockholder of the General Partner. As a result, the
duties of the General Partner,  as general  partner,  to the Partnership and its
limited  partners may come into conflict with the duties of the General  Partner
to AIMCO, as its sole stockholder.

Note D - Income Taxes

The Partnership  received a ruling from the Internal  Revenue Service that it is
to be classified as a partnership for Federal income tax purposes.  Accordingly,
no  provision  for  income  taxes  is made in the  financial  statements  of the
Partnership. Taxable income or loss of the Partnership is reported in the income
tax returns of its partners.

The  following  is a  reconciliation  between  net  income  as  reported  in the
financial statements and Federal taxable income allocated to the partners in the
Partnership's  tax return for the years  ended  December  31,  2003 and 2002 (in
thousands, except unit data):

                                                       2003        2002

      Net income as reported                           $ 271       $ 457
      Add (deduct):
        Deferred revenue and other liabilities           (18)         46
        Depreciation differences                          (1)         (1)

      Federal taxable income                           $ 252       $ 502

      Federal taxable income per limited
        partnership unit                               $4.08       $8.15

The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net assets at December 31, 2003 (in thousands):

      Net assets as reported                                $ 6,959
      Differences in basis of assets and liabilities
        Deferred revenue and other liabilities                  (23)
        Accumulated depreciation                                (37)
        Buildings                                               117
        Syndication costs                                     1,902

      Net assets - tax basis                                $ 8,918

Note E - Fourth-Quarter Adjustment

The Partnership's  policy is to record management  reimbursements to the General
Partner as allowed under the Partnership  Agreement on a quarterly basis,  using
estimated  financial  information  furnished  by an  affiliate  of  the  General
Partner.  For the first three quarters of 2003 and 2002, these reimbursements of
accountable  administrative expenses were based on estimated amounts. During the
fourth  quarter of 2003 and 2002,  the  Partnership  recorded an  adjustment  to
management  reimbursements  to the General Partner of approximately  $23,000 and
$29,000 respectively,  due to a difference in the estimated costs and the actual
costs incurred. The actual management  reimbursements to the General Partner for
the years  ended  December  31,  2003 and 2002 were  approximately  $84,000  and
$94,000, respectively, as compared to the estimated management reimbursements to
the General  Partner for the nine months  ended  September  30, 2003 and 2002 of
approximately $45,000 and $53,000, respectively.

Note F - Legal Proceedings

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the General  Partner,
was served with a Complaint in the United  States  District  Court,  District of
Columbia alleging that AIMCO Properties L.P.  willfully  violated the Fair Labor
Standards  Act (FLSA) by failing to pay  maintenance  workers  overtime  for all
hours  worked  in  excess  of forty  per  week.  The  Complaint  is  styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the  Complaint  denying the  substantive  allegations.  Discovery  is  currently
underway.

The  General  Partner  does not  anticipate  that any costs to the  Partnership,
whether legal or settlement costs, associated with this case will be material to
the Partnership's overall operations.

The  Partnership  is unaware  of any other  pending  or  outstanding  litigation
matters  involving  it or its  investment  properties  that are not of a routine
nature arising in the ordinary course of business.

Item 8.  Changes  in  and  Disagreements  with  Accountants  on  Accounting  and
         Financial Disclosures

None.

Item 8a.    Controls and Procedures

(a) Disclosure Controls and Procedures.  The Partnership's management,  with the
participation of the principal executive officer and principal financial officer
of the General Partner,  who are the equivalent of the  Partnership's  principal
executive officer and principal financial officer,  respectively,  has evaluated
the  effectiveness of the Partnership's  disclosure  controls and procedures (as
such term is defined  in Rules  13a-15(e)  and  15d-15(e)  under the  Securities
Exchange  Act of 1934,  as amended  (the  "Exchange  Act")) as of the end of the
period covered by this report. Based on such evaluation, the principal executive
officer and  principal  financial  officer of the General  Partner,  who are the
equivalent  of the  Partnership's  principal  executive  officer  and  principal
financial  officer,  respectively,  have  concluded  that, as of the end of such
period, the Partnership's disclosure controls and procedures are effective.

(b) Internal Control Over Financial  Reporting.  There have not been any changes
in the Partnership's  internal control over financial reporting (as such term is
defined in Rules  13a-15(f)  and  15d-15(f)  under the Exchange  Act) during the
fourth quarter of 2003 that have materially  affected,  or are reasonably likely
to  materially  affect,  the  Partnership's   internal  control  over  financial
reporting.

                                    PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons, Compliance
        with Section 16(a) of the Exchange Act

United Investors Income Properties (the "Registrant" or the  "Partnership")  has
no  directors  or officers.  The names of the  directors  and officers of United
Investors Real Estate,  Inc. ("UIRE" or the "General  Partner"),  their ages and
the  nature  of all  positions  with UIRE  presently  held by them are set forth
below.  There are no family  relationships  between or among any  directors  and
officers.

Name                        Age    Position

Peter K. Kompaniez           59    Director
Martha L. Long               44    Director and Senior Vice President
Harry G. Alcock              41    Executive Vice President
Miles Cortez                 60    Executive Vice President, General Counsel
                                     and Secretary
Patti K. Fielding            40    Executive Vice President
Paul J. McAuliffe            47    Executive Vice President and Chief
                                     Financial Officer
Thomas M. Herzog             41    Senior Vice President and Chief Accounting
                                     Officer

Peter K. Kompaniez has been Director of the General Partner since February 2004.
Mr.  Kompaniez  has been Vice  Chairman of the Board of Directors of AIMCO since
July 1994 and was  appointed  President  in July 1997.  Mr.  Kompaniez  has also
served as Chief Operating  Officer of NHP Incorporated  after it was acquired by
AIMCO in December  1997.  Effective  April 1, 2004,  Mr.  Kompaniez  resigned as
President of AIMCO.  Mr.  Kompaniez will continue in his role as Director of the
General  Partner and Vice  Chairman  of AIMCO's  Board and will serve AIMCO on a
variety of special and ongoing projects in an operating role.

Martha L. Long has been a Director  and Senior  Vice  President  of the  General
Partner since February 2004. Ms. Long has been with AIMCO since October 1998 and
has served in various  capacities.  From 1998 to 2001, Ms. Long served as Senior
Vice President and Controller of AIMCO and the General Partner.  During 2002 and
2003,  Ms. Long served as Senior Vice  President of Continuous  Improvement  for
AIMCO.

Harry G. Alcock was appointed Executive Vice President of the General Partner in
February 2004 and has been Executive Vice President and Chief Investment Officer
of AIMCO since October  1999.  Prior to October 1999 Mr. Alcock served as a Vice
President  of AIMCO  from July 1996 to October  1997,  when he was  promoted  to
Senior Vice  President-Acquisitions  where he served  until  October  1999.  Mr.
Alcock has had responsibility for acquisition and financing  activities of AIMCO
since July 1994.

Miles  Cortez was  appointed  Executive  Vice  President,  General  Counsel  and
Secretary of the General  Partner in February  2004 and of AIMCO in August 2001.
Prior to joining  AIMCO,  Mr. Cortez was the senior  partner of Cortez  Macaulay
Bernhardt  &  Schuetze  LLC,  a Denver  law firm,  from  December  1997  through
September 2001.

Patti K. Fielding was appointed  Executive  Vice President - Securities and Debt
of the General  Partner in  February  2004 and of AIMCO in  February  2003.  Ms.
Fielding  previously  served as Senior Vice  President - Securities  and Debt of
AIMCO from  January  2000 to February  2003.  Ms.  Fielding is  responsible  for
securities and debt financing and the treasury  department.  Ms. Fielding joined
AIMCO in February 1997 and served as Vice  President - Tenders,  Securities  and
Debt until January 2000.

Paul J. McAuliffe has been Executive Vice President and Chief Financial  Officer
of the General  Partner since April 2002. Mr.  McAuliffe has served as Executive
Vice  President of AIMCO since February 1999 and was appointed  Chief  Financial
Officer  of AIMCO in October  1999.  From May 1996  until he joined  AIMCO,  Mr.
McAuliffe was Senior Managing Director of Secured Capital Corp.

Thomas M.  Herzog was  appointed  Senior  Vice  President  and Chief  Accounting
Officer of the General  Partner in February  2004 and of AIMCO in January  2004.
Prior to  joining  AIMCO in January  2004,  Mr.  Herzog  was at GE Real  Estate,
serving  as Chief  Accounting  Officer & Global  Controller  from  April 2002 to
January 2004 and as Chief Technical Advisor from March 2000 to April 2002. Prior
to joining GE Real  Estate,  Mr.  Herzog was at  Deloitte & Touche LLP from 1990
until 2000, including a two-year assignment in the real estate national office.

One or more of the above persons are also directors and/or officers of a general
partner (or general partner of a general partner) of limited  partnerships which
either have a class of  securities  registered  pursuant to Section 12(g) of the
Securities Exchange Act of 1934, or are subject to the reporting requirements of
Section  15(d) of such Act.  Further,  one or more of the above persons are also
directors and/or officers of Apartment Investment and Management Company and the
general  partner  of  AIMCO  Properties,  L.P.,  entities  that  have a class of
securities  registered  pursuant to Section 12(g) of the Securities Exchange Act
of 1934, or are subject to the reporting  requirements of Section 15 (d) of such
Act.

The board of  directors of the General  Partner  does not have a separate  audit
committee.  As such, the board of directors of the General Partner  fulfills the
functions of an audit  committee.  The board of directors  has  determined  that
Martha L. Long meets the requirement of an "audit committee financial expert".

The  directors  and  officers of the General  Partner  with  authority  over the
Partnership are all employees of subsidiaries of AIMCO. AIMCO has adopted a code
of ethics that applies to such  directors and officers that is posted on AIMCO's
website  (www.AIMCO.com).  AIMCO's  website is not  incorporated by reference to
this filing.

Item 10.    Executive Compensation

No  remuneration  was paid by the  Partnership to any officer or director of the
General Partner during the year ended December 31, 2003.

Item 11.    Security Ownership of Certain Beneficial Owners and Management

The following table sets forth those persons or entities known by the Registrant
to be the beneficial owner of more than 5% of the Limited  Partnership  Units of
the  Registrant as of December 31, 2003 and the  ownership  interests in limited
partnership units of the General Partner and its affiliates.

               Entity                   Number of Units      Percentage

AIMCO IPLP, L.P.                                 88             0.14%
  (an affiliate of AIMCO)
AIMCO Properties, L.P.                       24,341            39.86%
  (an affiliate of AIMCO)
United Investors Real Estate, Inc.              950             1.56%

AIMCO  IPLP,  L.P.  (formerly  known as  Insignia  Properties,  L.P.) and United
Investors Real Estate,  Inc. are indirectly but ultimately  owned by AIMCO.  Its
business address is 55 Beattie Place, Greenville, South Carolina 29602.

AIMCO  Properties,  L.P. is indirectly but ultimately  controlled by AIMCO.  Its
business  address is 4582 S. Ulster St. Parkway,  Suite 1100,  Denver,  Colorado
80237.

Item 12.    Certain Relationships and Related Transactions

The Partnership  has no employees and depends on the Services  Agreement for the
management and  administration  of all Partnership  activities.  The Partnership
Agreement  and the  Services  Agreement  provide  for  payments to AIMCO and its
affiliates for services and for  reimbursement of certain  expenses  incurred by
AIMCO and its affiliates on behalf of the Partnership.  Pursuant to the Services
Agreement  discussed in "Note A", all such payments for services provided for in
the Partnership  Agreement shall be paid to NHP which owns a significant  number
of limited partnership units as discussed below.

Affiliates  of NHP are entitled to receive 5% of gross  receipts from all of the
Partnership's  properties  as  compensation  for providing  property  management
services.  The Partnership paid to NHP approximately $88,000 and $95,000 for the
years  ended  December  31,  2003 and 2002,  respectively,  which is included in
operating expenses.

An  affiliate  of  NHP  received  reimbursement  of  accountable  administrative
expenses  amounting  to  approximately  $84,000  and $94,000 for the years ended
December  31,  2003 and 2002,  respectively,  which are  included in general and
administrative expenses and investment properties.  For the years ended December
31, 2003 and 2002 the first three  quarters were based on estimated  amounts and
in the fourth quarter the reimbursements of accountable  administrative expenses
were adjusted  based on actual costs (see "Item 7.  Financial  Statements,  Note
E").

For acting as real estate broker in  connection  with the 1999 sale of Peachtree
Corners Medical Building, the General Partner earned a real estate commission of
approximately  $21,000.  However,  this amount is not payable  until the limited
partners  receive an amount equal to their  adjusted  capital  investment  and a
cumulative  distribution  equal to an 8% annual return from the last  additional
closing date or, if greater,  a 6%  cumulative  annual return from their date of
admission to the Partnership. At December 31, 2003, the limited partners had not
received  their  return.  Therefore,  the  commission  is  included  in  due  to
affiliates on the accompanying balance sheet at December 31, 2003.

The  Partnership  insures its properties up to certain  limits through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability. The Partnership insures its properties above the AIMCO limits through
insurance policies obtained by AIMCO from insurers unaffiliated with the General
Partner.  During the years ended December 31, 2003 and 2002, the Partnership was
charged  by  AIMCO  and  its  affiliates   approximately  $23,000  and  $28,000,
respectively,  for  insurance  coverage and fees  associated  with policy claims
administration.

Until May 1, 2003,  AIMCO was the indirect sole  stockholder  of UIRE,  the sole
general  partner  of the  Partnership  and  therefore  held  all of the  general
partnership interest in the Partnership.  From May 1, 2003 to February 27, 2004,
Everest  held all of the  capital  stock  of the  General  Partner.  As the sole
stockholder of UIRE,  Everest was in a position to remove the current  directors
and elect the  directors of UIRE and  consequently  to control the  Partnership;
however,  AIMCO and Everest agreed that AIMCO would,  contingent  upon obtaining
any necessary  consents,  replace UIRE as the general  partner.  On February 27,
2004,  AIMCO/IPT,  Inc., a wholly owned  subsidiary  of AIMCO,  reacquired  from
Everest all of the capital  stock of UIRE,  and AIMCO again  became the indirect
sold  stockholder  of UIRE.  As of December 31, 2003,  AIMCO and its  affiliates
owned  24,429  limited  partnership  units  (the  "Units")  in  the  Partnership
representing  40.00% of the  outstanding  units.  A number of these  Units  were
acquired pursuant to tender offers made by AIMCO or its affiliates. AIMCO or its
affiliates may acquire additional Units in exchange for cash or a combination of
cash and units in AIMCO  Properties,  L.P., the operating  partnership of AIMCO,
either through private purchases or tender offers. As of December 31, 2003, UIRE
owned 950 Units in the Partnership  representing 1.56% of the outstanding Units.
Pursuant to the  Partnership  Agreement,  unitholders  holding a majority of the
Units are  entitled  to take action  with  respect to a variety of matters  that
include, but are not limited to, voting on certain amendments to the Partnership
Agreement and voting to remove the General Partner. As a result of its ownership
of  40.00%  of the  outstanding  Units  at  December  31,  2003,  AIMCO  and its
affiliates are in a position to influence all such voting decisions with respect
to the  Partnership.  Although the General Partner owes fiduciary  duties to the
limited  partners of the  Partnership,  the General  Partner also owes fiduciary
duties to AIMCO as the sole stockholder of the General Partner. As a result, the
duties of the General Partner,  as general  partner,  to the Partnership and its
limited  partners may come into conflict with the duties of the General  Partner
to AIMCO, as its sole stockholder.

Item 13.    Exhibits and Reports on Form 8-K

      (a)   Exhibits:

            See Exhibit Index attached.

      (b) Reports on Form 8-K:

            None filed during the quarter ended December 31, 2003.

Item 14.    Principal Accounting Fees and Services

The General Partner has reappointed Ernst & Young LLP as independent auditors to
audit the financial statements of the Partnership for 2004.

Audit  Fees.  The  Partnership   paid  to  Ernst  &  Young  LLP  audit  fees  of
approximately $38,000 and $39,000 for 2003 and 2002, respectively.

Tax Fees.  The  Partnership  paid to Ernst & Young LLP fees for tax services for
2003 and 2002 of approximately $8,000 and $12,000, respectively.





<PAGE>


                                   SIGNATURES



In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                    UNITED INVESTORS INCOME PROPERTIES


                                    By:   United Investors Real Estate, Inc.
                                          Its General Partner


                                    By:   /s/Martha L. Long
                                          Martha L. Long
                                          Senior Vice President


                                    By:   /s/Thomas M. Herzog
                                          Thomas M. Herzog
                                          Senior Vice President
                                          and Chief Accounting Officer


                                    Date: March 29, 2004


In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


/s/Peter K. Kompaniez         Director                      Date: March 29, 2004
Peter K. Kompaniez


/s/Martha L. Long             Director and Senior Vice      Date: March 29, 2004
Martha L. Long                President


/s/Thomas M. Herzog           Senior Vice President and     Date: March 29, 2004
Thomas M. Herzog              Chief Accounting Officer




<PAGE>


                                INDEX TO EXHIBITS


     Exhibit

       1          Form of Dealer Manager  Agreement  between the General Partner
                  and the Dealer  Manager,  including Form of Soliciting  Broker
                  Agreement;   incorporated   by   reference  to  Exhibit  1  to
                  Partnership's  Amendment to  Registration  Statement (File No.
                  33-20350) previously filed on May 2, 1988.

       1.1        Amendment  to  Dealer  Manager   Agreement;   incorporated  by
                  reference to Exhibit 1.1 to Post-Effective  Amendment No. 2 to
                  Partnership's Registration Statement previously filed on March
                  21, 1989.

       4.1        Form of Subscription  Agreement;  incorporated by reference as
                  part  of  the   Prospectus   of   Partnership   contained   in
                  Partnership's  Amendment to Registration  Statement previously
                  filed on May 2, 1988.

       4.2        Form of  Agreement  of  Limited  Partnership  of  Partnership;
                  incorporated  by  reference  as  part  of  the  Prospectus  of
                  Partnership   contained   in   Partnership's    Amendment   to
                  Registration Statement previously filed on May 2, 1988.

       4.3        Tenth  Amendment  to  Agreement  of  Limited   Partnership  of
                  Partnership;  incorporated  by  reference  to  Exhibit  4.3 to
                  Partnership's  Quarterly  Report on Form 10-Q previously filed
                  on May 15, 1989.


       4.4        Certificate of Limited Partnership (Exhibit 3 to Partnership's
                  Form 8-K filed on April 29, 1991,  is  incorporated  herein by
                  reference).

      10.2        Agreement of Purchase and Sale,  dated June 22, 1988,  between
                  United  Investors  Real  Estate,  Inc.,  as nominee for United
                  Investors  Income  Properties,  as purchaser,  and  Nilsen/Bay
                  Ridge  Development,  Inc.  and MBIV  Development,  as  seller,
                  relating  to  Bronson  Place   Apartments;   incorporated   by
                  reference to Exhibit 10.1 to Partnership's Quarterly Report on
                  Form 10-Q previously filed on August 11, 1988.

      10.3       Agreement of Purchase and Sale, dated October 20, 1988, between
                 United Investors Real Estate, Inc., as purchaser,  and Defoors
                 Crossing Associates, Ltd.,  as  seller,   relating  to  Defoors
                 Crossing Apartments, and amendments  thereto;  incorporated  by
                 reference to Exhibit 10.3 to Post-Effective  Amendment  No.1 to
                 Partnership's Registration Statement previously filed on
                 February 1, 1989.

      10.4        Agreement of Purchase and Sale,  dated June 29, 1989,  between
                  United  Investors  Real Estate,  Inc.,  as  purchaser  and CMW
                  Properties, as seller, relating to Meadow Wood Apartments, and
                  amendments thereto;  incorporated by reference to Exhibit 10.4
                  to  Partnership's  Current Report on Form 8-K previously filed
                  on October 17, 1989.

      10.8        Stock Purchase  Agreement dated December 4, 1992,  showing the
                  purchase of 100% of the outstanding  stock of United Investors
                  Real  Estate,  Inc.  by MAE GP  Corporation;  incorporated  by
                  reference to Exhibit 10.8 to  Partnership's  Current Report on
                  Form 8-K previously filed on December 31, 1992.

      31.1        Certification   of  equivalent  of  Chief  Executive   Officer
                  pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a),
                  as Adopted Pursuant to Section 302 of the  Sarbanes-Oxley  Act
                  of 2002.

      31.2        Certification   of  equivalent  of  Chief  Financial   Officer
                  pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a),
                  as Adopted Pursuant to Section 302 of the  Sarbanes-Oxley  Act
                  of 2002.

      32.1        Certification  Pursuant to 18 U.S.C.  Section 1350, as Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



<PAGE>



Exhibit 31.1


                                  CERTIFICATION


I, Martha L. Long, certify that:


1.    I have  reviewed  this annual  report on Form  10-KSB of United  Investors
      Income Properties;

2.    Based on my knowledge,  this report does not contain any untrue  statement
      of a material fact or omit to state a material fact  necessary to make the
      statements made, in light of the circumstances under which such statements
      were made,  not  misleading  with  respect  to the period  covered by this
      report;

3.    Based on my  knowledge,  the  financial  statements,  and other  financial
      information  included  in this  report,  fairly  present  in all  material
      respects the financial condition,  results of operations and cash flows of
      the registrant as of, and for, the periods presented in this report;

4.    The  registrant's  other  certifying  officer(s) and I are responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) for the registrant
      and have:

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  to ensure that  material  information  relating to the
            registrant,  including its consolidated subsidiaries,  is made known
            to us by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying  officer(s) and I have disclosed,  based
      on  our  most  recent   evaluation  of  internal  control  over  financial
      reporting,  to the  registrant's  auditors and the audit  committee of the
      registrant's  board of directors  (or persons  performing  the  equivalent
      functions):

      (a)   All significant  deficiencies and material  weaknesses in the design
            or operation of internal control over financial  reporting which are
            reasonably  likely to adversely affect the  registrant's  ability to
            record, process, summarize and report financial information; and

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.

Date:  March 29, 2004

                                /s/Martha L. Long
                                Martha L. Long
                                Senior Vice  President of United  Investors Real
                                Estate, Inc.,  equivalent of the chief executive
                                officer of the Partnership


<PAGE>



Exhibit 31.2

                                  CERTIFICATION

I, Thomas M. Herzog, certify that:


1.    I have  reviewed  this annual  report on Form  10-KSB of United  Investors
      Income Properties;

2.    Based on my knowledge,  this report does not contain any untrue  statement
      of a material fact or omit to state a material fact  necessary to make the
      statements made, in light of the circumstances under which such statements
      were made,  not  misleading  with  respect  to the period  covered by this
      report;

3.    Based on my  knowledge,  the  financial  statements,  and other  financial
      information  included  in this  report,  fairly  present  in all  material
      respects the financial condition,  results of operations and cash flows of
      the registrant as of, and for, the periods presented in this report;

4.    The  registrant's  other  certifying  officer(s) and I are responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) for the registrant
      and have:

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  to ensure that  material  information  relating to the
            registrant,  including its consolidated subsidiaries,  is made known
            to us by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying  officer(s) and I have disclosed,  based
      on  our  most  recent   evaluation  of  internal  control  over  financial
      reporting,  to the  registrant's  auditors and the audit  committee of the
      registrant's  board of directors  (or persons  performing  the  equivalent
      functions):

      (a)   All significant  deficiencies and material  weaknesses in the design
            or operation of internal control over financial  reporting which are
            reasonably  likely to adversely affect the  registrant's  ability to
            record, process, summarize and report financial information; and

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.

Date:  March 29, 2004

                                /s/Thomas M. Herzog
                                Thomas M. Herzog
                                Senior  Vice  President  and  Chief   Accounting
                                Officer of United Investors Real Estate, Inc.,
                                equivalent  of the chief  financial  officer  of
                                the Partnership


<PAGE>


Exhibit 32.1


                          Certification of CEO and CFO
                       Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002



In connection with the Annual Report on Form 10-KSB of United  Investors  Income
Properties  (the  "Partnership"),  for the year ended December 31, 2003 as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
Martha  L.  Long,  as the  equivalent  of the  Chief  Executive  Officer  of the
Partnership,  and Thomas M. Herzog,  as the  equivalent  of the Chief  Financial
Officer of the Partnership, each hereby certifies, pursuant to 18 U.S.C. Section
1350,  as adopted  pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002,
that, to the best of his knowledge:

      (1)   The Report fully complies with the  requirements of Section 13(a) or
            15(d) of the Securities Exchange Act of 1934; and

      (2)   The  information  contained in the Report  fairly  presents,  in all
            material respects, the financial condition and results of operations
            of the Partnership.


                                           /s/Martha L. Long
                                    Name:  Martha L. Long
                                    Date:  March 29, 2004


                                           /s/Thomas M. Herzog
                                    Name:  Thomas M. Herzog
                                    Date:  March 29, 2004


This  certification is furnished with this Report pursuant to Section 906 of the
Sarbanes-Oxley  Act of 2002 and shall not be deemed filed by the Partnership for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended.