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, 2002

[ ]   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.  $1,849,000

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, 2002. 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

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.  The discussions of the  Registrant's
business  and  results  of  operations,   including  forward-looking  statements
pertaining to such matters,  do not take into account the effects of any changes
to the  Registrant's  business  and results of  operations.  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; 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  wholly-owned  by  MAE  GP
Corporation  ("MAE GP").  Effective  February 25,  1998,  MAE GP was merged into
Insignia  Properties  Trust  ("IPT"),  a subsidiary of Apartment  Investment and
Management  Company  ("AIMCO"),  a publicly traded real estate investment trust.
Thus the General Partner is now wholly-owned by AIMCO. 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 Registrant 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 Registrant  has no employees.  Management  and  administrative  services are
provided by the General Partner and by agents  retained by the General  Partner.
An affiliate of the General Partner 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 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 its 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.

Insurance  coverage is becoming  more  expensive  and  difficult to obtain.  The
current  insurance market is  characterized by rising premium rates,  increasing
deductibles,  and more restrictive  coverage language.  Recent developments have
resulted in  significant  increases in insurance  premiums and have made it more
difficult to obtain  certain types of insurance.  As an example,  many insurance
carriers are excluding  mold-related  risks from their policy coverages,  or are
adding  significant  restrictions to such coverage.  Continued  deterioration in
insurance   market  place   conditions  may  have  a  negative   effect  on  the
Partnership's operating results.


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  Registrant'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         $ 3,858       $ 1,612      5-40 yrs      S/L        $ 2,356
Defoors Crossing        3,579         1,376      5-40 yrs      S/L          2,172
Meadow Wood             3,934         1,554      5-40 yrs      S/L          2,381
      Totals          $11,371       $ 4,542                               $ 6,909
</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 2002 and 2001 for each property:

                                      Average Annual             Average Annual
                                       Rental Rates                 Occupancy
                                        (per unit)
Property                            2002           2001         2002        2001
Bronson Place Apartments           $9,784         $9,995         89%         94%
Defoors Crossing Apartments         9,288          9,820         91%         92%
Meadow Wood Apartments              7,951          7,832         94%         94%

The  General  Partner  attributes  the  decreased  occupancy  at  Bronson  Place
Apartments  to  increased  concessions  offered by  competitors  due to a softer
rental market caused by layoffs in the Mountlake Terrace, WA area.

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 2002 for each property were:

                                                 2002            2002
                                                 Taxes           Rates
                                            (in thousands)
Bronson Place Apartments                         $ 52            1.29%
Defoors Crossing Apartments                        46            1.57%
Meadow Wood Apartments                             56            1.43%

Capital Improvements

Bronson Place

During the year ended December 31, 2002, the Partnership completed approximately
$58,000  of  capital  expenditures  at  Bronson  Place  Apartments,   consisting
primarily of structural improvements,  floor covering replacements, and interior
decoration.  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
$21,000.  Additional  improvements may be considered during 2003 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, 2002, the Partnership completed approximately
$22,000  of capital  expenditures  at DeFoors  Crossing  Apartments,  consisting
primarily of floor covering and appliance replacements.  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  $18,000.   Additional  improvements  may  be
considered during 2003 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, 2002, the Partnership completed approximately
$48,000 of capital expenditures at Meadow Wood Apartments,  consisting primarily
of floor  covering and  appliance  replacements,  structural  improvements,  and
swimming pool 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
$26,000.  Additional  improvement  needs may be considered  during 2003 and will
depend on the  physical  condition of the  property  and  anticipated  cash flow
generated by the property.

Item 3.     Legal Proceedings

The Partnership is unaware of any pending or outstanding  litigation that is not
of a routine nature arising in the ordinary course of business.

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

During the quarter ended  December 31, 2002, 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 1,256  holders of record.  Affiliates  of the
General  Partner  owned 23,675  Units or 38.77% at December 31, 2002.  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, 2001 and 2002 (see "Item 6 -  Management's  Discussion
and Analysis or Plan of Operation" for further details):

                                                Distributions
                                                           Per Limited
                                        Aggregate        Partnership Unit
                                      (in thousands)
       01/01/01 - 12/31/01              $   752 (1)           $12.18
       01/01/02 - 12/31/02                  581 (1)             9.42

(1) Distributions consisted of cash from operations.

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 2003 or
subsequent   periods.   See  "Item  2.   Description  of   Properties,   Capital
Improvements" for information  relating to anticipated  capital  expenditures at
the properties.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its  affiliates  owned 23,675  Units in the  Partnership
representing  38.77% of the outstanding  units at December 31, 2002. A number of
these  Units  were  acquired  pursuant  to  tender  offers  made by AIMCO or its
affiliates.  It is possible that AIMCO or its affiliates will acquire additional
Units of limited partnership interest in the Partnership in exchange for cash or
a  combination  of cash and units in the operating  partnership  of AIMCO either
through private  purchases or tender offers.  Under the  Partnership  Agreement,
unitholders  holding a majority  of the Units are  entitled  to take action with
respect to a variety of matters which would include voting on certain amendments
to the Partnership Agreement and voting to remove the General Partner.  Although
the  General  Partner  owes  fiduciary  duties to the  limited  partners  of the
Partnership, the General Partner also owes fiduciary duties to AIMCO as its sole
stockholder. 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 $457,000 for the year ended
December 31, 2002, compared to net income of approximately $465,000 for the year
ended  December 31, 2001. The decrease in net income for the year ended December
31, 2002, is primarily due to a decrease in total revenues partially offset by a
decrease in total expenses.

Total revenues  decreased due to a decrease in rental income partially offset by
an increase in other income.  Rental income decreased primarily due to decreases
in occupancy at Bronson Place and DeFoors Crossing  Apartments,  reduced average
rental rates at Bronson Place and DeFoors Crossing Apartments, and increased bad
debt expenses at Meadow Wood and DeFoors Crossing  Apartments,  partially offset
by a decrease in concession costs at DeFoors Crossing Apartments and an increase
in average  rental  rates at Meadow  Wood  Apartments.  Other  income  increased
primarily due to increases in utility reimbursements at all of the Partnership's
investment  properties and lease  cancellation  fees at Bronson Place and Meadow
Wood Apartments  partially offset by a decrease in interest income at all of the
Partnership's investment properties due to lower interest rates on cash balances
maintained in interest bearing accounts.

Total  expenses  decreased  primarily  due to a decrease in  operating  expenses
partially offset by an increase in general and administrative expense. Operating
expense  decreased  primarily  due to  decreases  in  property  and  maintenance
expenses.  Property  expense  decreased  primarily due to decreased  payroll and
related  benefits  primarily  at Meadow  Wood and DeFoors  Crossing  Apartments.
Maintenance  expenses  decreased at all the Partnership's  properties due to the
increased capitalization of certain direct and indirect costs, primarily payroll
related  costs (see Item 7.  Financial  Statements,  Note A -  Organization  and
Significant Accounting Policies).  General and administrative expenses increased
primarily  due to  increased  costs  of  services  included  in  the  management
reimbursements   to  the  General  Partner  as  allowed  under  the  Partnership
Agreement. Also included in general and administrative expenses at both December
31,  2002  and  2001  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 its  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.  Due to changing  market  conditions,  which can
result  in the  use of  rental  concessions  and  rental  reductions  to  offset
softening market conditions, there is no guarantee that the General Partner will
be able to sustain such a plan.

Liquidity and Capital Resources

At  December  31,  2002,  the  Partnership  had  cash and  cash  equivalents  of
approximately  $344,000 compared to approximately $228,000 at December 31, 2001.
Cash  and  cash  equivalents  increased  by  approximately   $116,000  from  the
Partnership's  year ended  December 31, 2001, due to  approximately  $825,000 of
cash  provided  by  operating   activities,   which  was  partially   offset  by
approximately  $581,000 of cash used in financing  activities and  approximately
$128,000 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 Managing 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 $65,000.  Additional
improvements  may be  considered  during  2003 and will  depend on the  physical
condition of the properties as well as replacement reserves and 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, 2002 and 2001 (in thousands, except per unit data):

<TABLE>
<CAPTION>

                          Year          Per Limited         Year           Per Limited
                          Ended         Partnership         Ended          Partnership
                    December 31, 2002      Unit       December 31, 2001       Unit

<S>                       <C>             <C>               <C>              <C>
Operations                $ 581           $ 9.42            $ 752            $12.18
</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  distributions  to its partners during the year
2003 or subsequent periods.

Other

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates  owned 23,675 limited  partnership  units
(the "Units") in the Partnership representing 38.77% of the outstanding units at
December  31,  2002.  A number of these Units were  acquired  pursuant to tender
offers  made by  AIMCO  or its  affiliates.  It is  possible  that  AIMCO or its
affiliates will acquire additional Units of limited partnership  interest in the
Partnership  in  exchange  for cash or a  combination  of cash and  units in the
operating  partnership  of AIMCO  either  through  private  purchases  or tender
offers. Under the Partnership  Agreement,  unitholders holding a majority of the
Units are  entitled to take action  with  respect to a variety of matters  which
would  include  voting on certain  amendments to the  Partnership  Agreement and
voting  to remove  the  General  Partner.  Although  the  General  Partner  owes
fiduciary duties to the limited partners of the Partnership, the General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  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  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 and
the Partnership  fully reserves all balances  outstanding  over thirty days. The
Partnership will offer rental concessions during  particularly slow months or in
response  to  heavy  competition  from  other  similar  complexes  in the  area.
Concessions are charged to income as incurred.


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, 2002

      Statements of Operations - Years ended December 31, 2002 and 2001

      Statements of Changes in Partners'  (Deficit)  Capital - Years ended
        December 31, 2002 and 2001

      Statements of Cash Flows - Years ended December 31, 2002 and 2001

      Notes to Financial Statements

                 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, 2002,  and the related  statements of  operations,
changes in partners' (deficit) capital,  and cash flows for the year then ended.
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 audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the 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  audit  provides  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, 2002,  and the results of its operations and its cash
flows  for the  year  then  ended,  in  conformity  with  accounting  principles
generally accepted in the United States of America.


                                                            /s/Ernst & Young LLP


Greenville, South Carolina
February 14, 2003


                           Independent Auditors Report



The Partners
United Investors Income Properties:


We have audited the accompanying statements of operations,  changes in partners'
(deficit)  capital and cash flows of United  Investors  Income  Properties  (the
Partnership)  for the year ended December 31, 2001.  These financial  statements
are the responsibility of the Partnership's management. Our responsibility is to
express an  opinion  on these  consolidated  financial  statements  based on our
audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the 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  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  results  of  operations  and cash flows of United
Investors Income  Properties for the year ended December 31, 2001, in conformity
with accounting principles generally accepted in the United States of America.


                                                                     /s/KPMG LLP




Greenville, South Carolina
March 4, 2003

                       UNITED INVESTORS INCOME PROPERTIES

                                  BALANCE SHEET
                        (in thousands, except unit data)

                                December 31, 2002

<TABLE>
<CAPTION>


Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $ 344
   Receivables and deposits                                                      40
   Other assets                                                                  38
   Investment properties (Note B):
      Land                                                    $ 1,522
      Buildings and related personal property                   9,849
                                                               11,371
      Less accumulated depreciation                            (4,542)        6,829
                                                                            $ 7,251
Liabilities and Partners' (Deficit) Capital
Liabilities
   Accounts payable                                                           $ 15
   Tenant security deposit liabilities                                           49
   Other liabilities                                                             42
   Due to affiliates (Note C)                                                    52

Partners' (Deficit) Capital
   General partner                                             $ (60)
   Limited partners (61,063 units issued and
      outstanding)                                              7,153         7,093
                                                                            $ 7,251


                   See Accompanying Notes to Financial Statements
</TABLE>


                       UNITED INVESTORS INCOME PROPERTIES

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

<TABLE>
<CAPTION>

                                                            Years Ended December 31,
                                                                2002          2001
Revenues:
<S>                                                           <C>           <C>
   Rental income                                              $ 1,660       $ 1,723
   Other income                                                   189           151
      Total revenues                                            1,849         1,874

Expenses:
   Operating                                                      682           729
   General and administrative                                     154           125
   Depreciation                                                   409           395
   Property taxes                                                 147           160
      Total expenses                                            1,392         1,409


Net income (Note D)                                            $ 457         $ 465

Net income allocated to general partner (1%)                    $ 5           $ 5
Net income allocated to limited partners (99%)                    452           460

                                                               $ 457         $ 465

Net income per limited partnership unit                        $ 7.40        $ 7.53

Distributions per limited partnership unit                     $ 9.42       $ 12.18


                   See Accompanying Notes to Financial Statements
</TABLE>


                       UNITED INVESTORS INCOME PROPERTIES

                STATEMENTS OF CHANGES IN PARTNERS' (DEFICIT) 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' (deficit) capital
   at December 31, 2000                   61,063       $ (56)     $ 7,560    $ 7,504

Distributions to partners                     --           (8)       (744)      (752)

Net income for the year ended
   December 31, 2001                          --            5         460        465

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


                   See Accompanying Notes to Financial Statements
</TABLE>


                       UNITED INVESTORS INCOME PROPERTIES

                            STATEMENTS OF CASH FLOWS
                                 (in thousands)

<TABLE>
<CAPTION>

                                                              Years Ended December 31,
                                                                  2002        2001
Cash flows from operating activities:
<S>                                                              <C>          <C>
  Net income                                                     $ 457        $ 465
  Adjustments to reconcile net income to net cash
   provided by operating activities:
     Depreciation                                                   409          395
     Change in accounts:
      Receivables and deposits                                      (15)          22
      Other assets                                                    1            2
      Accounts payable                                                1           (7)
      Tenant security deposit liabilities                            (4)           2
      Accrued property taxes                                         (3)           3
      Other liabilities                                              (73)         23
      Due to affiliates                                               52          --

          Net cash provided by operating activities                  825         905

Cash flows used in investing activities:
  Property improvements and replacements                            (128)       (257)


Cash flows used in financing activities:
  Distributions to partners                                         (581)       (752)

Net increase (decrease) in cash and cash equivalents                 116        (104)

Cash and cash equivalents at beginning of year                       228         332

Cash and cash equivalents at end of year                          $ 344       $ 228

                   See Accompanying Notes to Financial Statements
</TABLE>


                       UNITED INVESTORS INCOME PROPERTIES

                          NOTES TO FINANCIAL STATEMENTS

                                December 31, 2002


Note A - Organization and Significant Accounting Policies

Organization:   United  Investors  Income   Properties  (the   "Partnership"  or
"Registrant"),  a Missouri Limited Partnership, was organized in June 1988, with
the  initial  group  of  limited  partners  being  admitted  on July  27,  1988.
Additional  partners  were  admitted  through May 1990.  United  Investors  Real
Estate, Inc., a Delaware Corporation, is the sole general partner ("UIRE" or the
"General  Partner")  of  the  Partnership.  UIRE  was  wholly-owned  by  MAE  GP
Corporation  ("MAE GP").  Effective  February 25,  1998,  MAE GP was merged into
Insignia  Properties  Trust  ("IPT"),  an affiliate of Apartment  Investment and
Management  Company  ("AIMCO"),  a publicly traded real estate investment trust.
Thus, the General Partner is a subsidiary of AIMCO.  The  Partnership  Agreement
states that the  Partnership  is to  terminate  on  December  31,  2018,  unless
terminated prior to such date. As of December 31, 2002, the Partnership operates
two residential  properties in the northwest and one residential property in the
south.

Cash and cash equivalents:  Cash and cash equivalents  includes 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  $278,000 at
December 31, 2002 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, 2002 and 2001.

During 2001, AIMCO, an affiliate of the General Partner,  commissioned a project
to study process  improvement ideas to reduce operating costs. The result of the
study led to a re-engineering of business processes and eventual redeployment of
personnel and related capital spending. The implementation of these plans during
2002, accounted for as a change in accounting estimate, resulted in a refinement
of the  Partnership's  process  for  capitalizing  certain  direct and  indirect
project costs (principally  payroll related costs) and increased  capitalization
of such costs by approximately $32,000 in 2002 compared to 2001.

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 1/2  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 as earned on its leases and fully  reserves  all
balances outstanding over thirty days. 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.
Concessions are charged against rental income as incurred.

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  $35,000 and $36,000 for the years ended
December 31, 2002 and 2001, 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.

Recent  Accounting  Pronouncements:  In August 2001,  the  Financial  Accounting
Standards Board issued SFAS No. 144,  "Accounting for the Impairment or Disposal
of Long-Lived  Assets".  SFAS No. 144 provides accounting guidance for financial
accounting  and reporting for the  impairment or disposal of long-lived  assets.
SFAS No. 144 supersedes SFAS No. 121, "Accounting for the Impairment or Disposal
of  Long-Lived  Assets."  SFAS No. 144 is effective  for fiscal years  beginning
after December 15, 2001. The Partnership  adopted SFAS 144 effective  January 1,
2002. Its adoption did not have a material  effect on the financial  position or
results of operations of the Partnership.

In April 2002,  the Financial  Accounting  Standards  Board issued SFAS No. 145,
"Recission of FASB Statements No. 4, 44 and 64". SFAS No. 4 "Reporting Gains and
Losses from  Extinguishment  of Debt,"  required  that all gains and losses from
extinguishment  of  debt  be  aggregated  and,  if  material,  classified  as an
extraordinary item. SFAS No. 145 rescinds SFAS No. 4, and accordingly, gains and
losses from extinguishment of debt should only be classified as extraordinary if
they are unusual in nature and occur  infrequently.  SFAS 145 is  effective  for
fiscal years  beginning  after May 15, 2002.  The  Partnership  adopted SFAS 145
effective  April 1, 2002.  Its  adoption  did not have a material  effect on the
financial position or results of operations of the Partnership.

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          $ 789
Defoors Crossing Apartments           520         2,480             579
Meadow Wood Apartments                501         2,884             549

            Totals                $ 1,522       $ 7,932         $ 1,917


                     Gross Amount At Which
                            Carried
                     At December 31, 2002
                         (in thousands)

<TABLE>
<CAPTION>

                           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    $ 3,357   $ 3,858    $ 1,612         1988     11/01/88     5-40
Defoors Crossing      520     3,059     3,579      1,376         1988     05/01/89     5-40
Meadow Wood           501     3,433     3,934      1,554         1988     10/02/89     5-40

     Totals       $ 1,522   $ 9,849   $11,371    $ 4,542
</TABLE>


Reconciliation of "real estate and accumulated depreciation":

                                              Years Ended December 31,
                                                  2002         2001
                                                   (in thousands)
   Investment Properties
   Balance at beginning of year                  $11,243      $10,986
      Property improvements                          128          257
   Balance at end of year                        $11,371      $11,243

   Accumulated Depreciation
   Balance at beginning of year                  $ 4,133      $ 3,738
      Amounts charged to expense                     409          395
   Balance at end of year                        $ 4,542      $ 4,133

The  aggregate  cost of the real  estate  for  Federal  income tax  purposes  at
December  31,  2002 and 2001,  is  approximately  $11,489,000  and  $11,360,867,
respectively. The accumulated depreciation taken for Federal income tax purposes
at December  31, 2002 and 2001,  is  approximately  $4,580,000  and  $4,170,967,
respectively.

Note C - Transactions with Affiliated Parties

The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all Partnership  activities.
The Partnership  Agreement  provides for payments to affiliates for services and
for  reimbursement of certain  expenses  incurred by affiliates on behalf of the
Partnership.

During the years ended  December  31, 2002 and 2001,  affiliates  of the General
Partner  were  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 such affiliates  approximately  $95,000 and
$97,000 for the years ended December 31, 2002 and 2001,  respectively,  which is
included in operating expenses.

An  affiliate  of the General  Partner  received  reimbursement  of  accountable
administrative  expenses amounting to approximately  $94,000 and $58,000 for the
years ended  December  31, 2002 and 2001,  respectively,  which are  included in
general and  administrative  expenses and  investment  properties.  For the year
ended December 31, 2002 the first three quarters were based on estimated amounts
and in the fourth  quarter  the  reimbursements  were  adjusted  based on actual
costs. At December 31, 2002,  approximately $31,000 of these reimbursements were
payable  to the  General  Partner  and  included  in due  to  affiliates  on the
accompanying balance sheet.

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, 2002, 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, 2002.

Beginning in 2001, the  Partnership  began insuring 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, 2002
and 2001, the Partnership was charged by AIMCO and its affiliates  approximately
$28,000 and $20,000,  respectively,  for insurance  coverage and fees associated
with policy claims administration.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates  owned 23,675 limited  partnership  units
(the "Units") in the Partnership representing 38.77% of the outstanding units at
December  31,  2002.  A number of these Units were  acquired  pursuant to tender
offers  made by  AIMCO  or its  affiliates.  It is  possible  that  AIMCO or its
affiliates will acquire additional Units of limited partnership  interest in the
Partnership  in  exchange  for cash or a  combination  of cash and  units in the
operating  partnership  of AIMCO  either  through  private  purchases  or tender
offers. Under the Partnership  Agreement,  unitholders holding a majority of the
Units are  entitled to take action  with  respect to a variety of matters  which
would  include  voting on certain  amendments to the  Partnership  Agreement and
voting  to remove  the  General  Partner.  Although  the  General  Partner  owes
fiduciary duties to the limited partners of the Partnership, the General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  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,  2002 and 2001 (in
thousands, except unit data):

                                                       2002        2001

      Net income as reported                           $457        $ 465
      Add (deduct):
         Deferred revenue and other liabilities          46          (26)
         Depreciation differences                        (1)          (8)

      Federal taxable income                           $ 502       $ 431

      Federal taxable income per limited
         partnership unit                              $8.15       $6.99

The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net assets at December 31, 2002 (in thousands):

      Net assets as reported                                $ 7,093
      Differences in basis of assets and liabilities
         Deferred revenue and other liabilities                 (44)
         Accumulated depreciation                               (38)
         Commercial property at cost                            118
         Deferred charges and other assets                       39
         Syndication costs                                    1,902

      Net assets - tax basis                                $ 9,070


Note E - Legal Proceedings

The Partnership is unaware of any pending or outstanding  litigation that is 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


Effective  July  27,  2002,  the  Registrant  dismissed  its  prior  Independent
Auditors,  KPMG LLP and retained as its new Independent Auditors,  Ernst & Young
LLP.  KPMG's  Independent   Auditors'  Report  on  the  Registrant's   financial
statements  for the  calendar  year ended  December  31, 2001 did not contain an
adverse opinion or a disclaimer of opinion, and was not qualified or modified as
to  uncertainty,  audit scope or accounting  principles.  The decision to change
Independent Auditors was approved by the General Partner's director.  During the
calendar year ended 2001 and through July 27, 2002,  there were no disagreements
between  the  Registrant  and KPMG on any  matter of  accounting  principles  or
practices,  financial statement disclosure, or auditing scope of procedure which
disagreements  if not resolved to the satisfaction of KPMG, would have caused it
to make reference to the subject matter of the  disagreements in connection with
its reports.

Effective  July  27,  2002,  the  Registrant  engaged  Ernst & Young  LLP as its
Independent  Auditors.  During the last two calendar  years and through July 27,
2002,  the  Registrant  did not consult  Ernst & Young LLP  regarding any of the
matters or events set forth in Item 304 (a)(2)(i) and (ii) of Regulation S-B.


                                    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 officers or directors.  The names of the director and  executive  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  officers  and
directors.

Name                        Age    Position

Patrick J. Foye              45    Executive Vice President and Director

Paul J. McAuliffe            46    Executive Vice President and Chief
                                     Financial Officer

Thomas C. Novosel            44    Senior Vice President and Chief Accounting
                                     Officer


Patrick J. Foye has been  Executive  Vice  President and Director of the General
Partner since October 1, 1998.  Mr. Foye has served as Executive  Vice President
of AIMCO since May 1998,  where he is responsible  for  continuous  improvement,
acquisitions of partnership securities, consolidation of minority interests, and
corporate and other acquisitions.  Prior to joining AIMCO, Mr. Foye was a Merger
and Acquisitions Partner in the law firm of Skadden, Arps, Slate, Meagher & Flom
LLP from 1989 to 1998.

Paul J. McAuliffe has been Executive Vice President and Chief Financial  Officer
of the  General  Partner  since  April 1,  2002.  Mr.  McAuliffe  has  served as
Executive  Vice  President  of AIMCO  since  February  1999 and Chief  Financial
Officer of AIMCO since  October 1999.  From May 1996 until he joined AIMCO,  Mr.
McAuliffe was Senior Managing Director of Secured Capital Corp.

Thomas C. Novosel has been Senior Vice President and Chief Accounting Officer of
the General  Partner since April 1, 2002.  Mr. Novosel has served as Senior Vice
President and Chief  Accounting  Officer of AIMCO since April 2000. From October
1993  until he joined  AIMCO,  Mr.  Novosel  was a partner at Ernst & Young LLP,
where he  served  as the  director  of real  estate  advisory  services  for the
southern Ohio Valley area offices but did not work on any assignments related to
AIMCO or the Partnership.

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  executive  officers  and  director  of  the  General  Partner  fulfill  the
obligations  of the Audit  Committee  and  oversee the  Partnership's  financial
reporting  process on behalf of the General Partner.  Management has the primary
responsibility for the financial  statements and the reporting process including
the systems of internal controls. In fulfilling its oversight  responsibilities,
the executive  officers and director of the General Partner reviewed the audited
financial  statements with management including a discussion of the quality, not
just the  acceptability,  of the accounting  principles,  the  reasonableness of
significant  judgments,   and  the  clarity  of  disclosures  in  the  financial
statements.

The  executive  officers and director of the General  Partner  reviewed with the
independent  auditors,  who are  responsible  for  expressing  an opinion on the
conformity of those audited  financial  statements  with  accounting  principles
generally accepted in the United States,  their judgments as to the quality, not
just the  acceptability,  of the  Partnership's  accounting  principles and such
other  matters as are required to be discussed  with the Audit  Committee or its
equivalent under auditing standards  generally accepted in the United States. In
addition,  the  Partnership  has  discussed  with the  independent  auditors the
auditors' independence from management and the Partnership including the matters
in the written  disclosures  required by the  Independence  Standards  Board and
considered  the   compatibility   of  non-audit   services  with  the  auditors'
independence.

The executive  officers and director of the General  Partner  discussed with the
Partnership's  independent auditors the overall scope and plans for their audit.
In  reliance on the reviews and  discussions  referred to above,  the  executive
officers and director of the General  Partner have approved the inclusion of the
audited financial  statements in the Form 10-KSB for the year ended December 31,
2002 for filing with the Securities and Exchange Commission.

The General Partner has appointed  Ernst & Young LLP as independent  auditors to
audit the financial  statements of the  Partnership for 2003. Fees for 2002 were
audit  services of  approximately  $37,000 and non-audit  services  (principally
tax-related) of approximately $14,000.

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, 2002.

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, 2002 and the  ownership  interests in limited
partnership units of the General Partner and its affiliates.

               Entity                   Number of Units      Percentage

United Investors Real Estate Inc.               950             1.56%
  (an affiliate of AIMCO)
Insignia Properties, LP                          88             0.14%
  (an affiliate of AIMCO)
AIMCO Properties, LP                         22,637            37.07%
  (an affiliate of AIMCO)

United  Investors  Real  Estate  Inc.  and  Insignia  Properties,  LP  are  both
indirectly but ultimately  owned by AIMCO.  Their business address is 55 Beattie
Place, Greenville, South Carolina 29602.

AIMCO  Properties,  LP 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 is dependent on the General Partner and its
affiliates for the management and administration of all Partnership  activities.
The Partnership  Agreement  provides for payments to affiliates for services and
for  reimbursement of certain  expenses  incurred by affiliates on behalf of the
Partnership.

During the years ended  December  31, 2002 and 2001,  affiliates  of the General
Partner  were  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 such affiliates  approximately  $95,000 and
$97,000 for the years ended December 31, 2002 and 2001,  respectively,  which is
included in operating expenses.

An  affiliate  of the General  Partner  received  reimbursement  of  accountable
administrative  expenses amounting to approximately  $94,000 and $58,000 for the
years ended  December  31, 2002 and 2001,  respectively,  which are  included in
general and  administrative  expenses and  investment  properties.  For the year
ended December 31, 2002 the first three quarters were based on estimated amounts
and in the fourth  quarter  the  reimbursements  were  adjusted  based on actual
costs. At December 31, 2002,  approximately $31,000 of these reimbursements were
payable  to the  General  Partner  and  included  in due  to  affiliates  on the
accompanying balance sheet.

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, 2002, 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, 2002.

Beginning in 2001, the  Partnership  began insuring 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, 2002
and 2001, the Partnership was charged by AIMCO and its affiliates  approximately
$28,000 and $20,000,  respectively,  for insurance  coverage and fees associated
with policy claims administration.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates  owned 23,675 limited  partnership  units
(the "Units") in the Partnership representing 38.77% of the outstanding units at
December  31,  2002.  A number of these Units were  acquired  pursuant to tender
offers  made by  AIMCO  or its  affiliates.  It is  possible  that  AIMCO or its
affiliates will acquire additional Units of limited partnership  interest in the
Partnership  in  exchange  for cash or a  combination  of cash and  units in the
operating  partnership  of AIMCO  either  through  private  purchases  or tender
offers. Under the Partnership  Agreement,  unitholders holding a majority of the
Units are  entitled to take action  with  respect to a variety of matters  which
would  include  voting on certain  amendments to the  Partnership  Agreement and
voting  to remove  the  General  Partner.  Although  the  General  Partner  owes
fiduciary duties to the limited partners of the Partnership, the General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  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 filed during the quarter ended December 31, 2002:

            None.

Item 14.    Controls and Procedures

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,  within 90 days of the
filing  date  of  this  annual  report,   evaluated  the  effectiveness  of  the
Partnership's  disclosure  controls and  procedures  (as defined in Exchange Act
Rules 13a-14(c) and 15d-14(c)) and have determined that such disclosure controls
and  procedures  are  adequate.  There have been no  significant  changes in the
Partnership's  internal  controls or in other  factors that could  significantly
affect the  Partnership's  internal  controls since the date of evaluation.  The
Partnership does not believe any significant deficiencies or material weaknesses
exist in the Partnership's internal controls. Accordingly, no corrective actions
have been taken.



                                   SIGNATURES



In  accordance  with  Section 13 or 15(d) 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/Patrick J. Foye
                                          Patrick J. Foye
                                          Executive Vice President

                                    By:   /s/Thomas C. Novosel
                                          Thomas C. Novosel
                                          Senior Vice President
                                          and Chief Accounting Officer


                                    Date: March 31, 2003


In  accordance  with the Exchange  Act, this report has been signed below by the
following  persons on behalf of the Registrant and in the capacities on the date
indicated.


/s/Patrick J. Foye      Executive Vice President      Date: March 31, 2003
Patrick J. Foye         and Director


/s/Thomas C. Novosel    Senior Vice President         Date: March 31, 2003
Thomas C. Novosel       and Chief Accounting Officer



                                  CERTIFICATION


I, Patrick J. Foye, certify that:


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


2.  Based on my  knowledge,  this  annual  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 annual
report;


3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included  in this annual  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 annual report;


4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:


      a)  Designed  such  disclosure  controls  and  procedures  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 annual  report is
      being prepared;


      b) Evaluated the effectiveness of the registrant's disclosure controls and
      procedures  as of a date  within 90 days prior to the filing  date of this
      annual report (the "Evaluation Date"); and


      c) Presented in this annual report our conclusions about the effectiveness
      of the disclosure  controls and  procedures  based on our evaluation as of
      the Evaluation Date;


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


      a) All  significant  deficiencies  in the design or  operation of internal
      controls which could adversely affect the registrant's  ability to record,
      process,  summarize and report  financial data and have identified for the
      registrant's auditors any material weaknesses in internal controls; and


      b) Any fraud,  whether or not material,  that involves management or other
      employees  who  have  a  significant  role  in the  registrant's  internal
      controls; and


6. The  registrant's  other  certifying  officers  and I have  indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.


Date:  March 31, 2003

                                /s/Patrick J. Foye
                                Patrick J. Foye
                                Executive  Vice  President  of United  Investors
                                Real  Estate,  Inc.,  equivalent  of  the  chief
                                executive officer of the Partnership

                                  CERTIFICATION


I, Paul J. McAuliffe, certify that:


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


2.  Based on my  knowledge,  this  annual  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 annual
report;


3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included  in this annual  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 annual report;


4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:


      a)  Designed  such  disclosure  controls  and  procedures  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 annual  report is
      being prepared;


      b) Evaluated the effectiveness of the registrant's disclosure controls and
      procedures  as of a date  within 90 days prior to the filing  date of this
      annual report (the "Evaluation Date"); and


      c) Presented in this annual report our conclusions about the effectiveness
      of the disclosure  controls and  procedures  based on our evaluation as of
      the Evaluation Date;


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


      a) All  significant  deficiencies  in the design or  operation of internal
      controls which could adversely affect the registrant's  ability to record,
      process,  summarize and report  financial data and have identified for the
      registrant's auditors any material weaknesses in internal controls; and


      b) Any fraud,  whether or not material,  that involves management or other
      employees  who  have  a  significant  role  in the  registrant's  internal
      controls; and


6. The  registrant's  other  certifying  officers  and I have  indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.


Date:  March 31, 2003

                                /s/Paul J. McAuliffe
                                Paul J. McAuliffe
                                Executive  Vice  President  and Chief  Financial
                                Officer of United Investors Real Estate, Inc.,
                                equivalent  of the chief  financial  officer  of
                                the Partnership

                                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).

      10.1        Escrow Agreement among the  Partnership,  the General Partner,
                  the Dealer  Manager,  and Boston Safe Deposit & Trust Company;
                  incorporated  by reference  to Exhibit  10.1 to  Partnership's
                  Amendment to Registration Statement previously filed on May 2,
                  1988.

      10.1.1      Amendment to Escrow  Agreement;  incorporated  by reference to
                  Exhibit   10.1.1  to   Post-Effective   Amendment   No.  5  to
                  Partnership's   Registration  Statement  previously  filed  on
                  October 19, 1989.

      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.

      16.1        Letter  dated  June  27,  2002  from  the  former   accountant
                  regarding  its  concurrence  with the  statements  made by the
                  Registrant  (incorporated  by  reference to Exhibit 16.1 filed
                  with the  Registrant's  Current Report on Form 8K/A dated July
                  16, 2002)

99 Certification of Chief Executive Officer and Chief Financial Officer.


Exhibit 99


                          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, 2002 as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
Patrick  J.  Foye,  as the  equivalent  of the Chief  Executive  Officer  of the
Partnership,  and Paul J.  McAuliffe,  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/Patrick J. Foye
                                    Name:  Patrick J. Foye
                                    Date:  March 31, 2003


                                           /s/Paul J. McAuliffe
                                    Name:  Paul J. McAuliffe
                                    Date:  March 31, 2003


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