FORM 10-KSB--Annual or Transitional Report Under
                               Section 13 or 15(d)
                                   Form 10-KSB

[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
    1934 [No Fee Required]

                    For the fiscal year ended December 31, 2001

[ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
   1934 [No Fee Required]

                  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.  $1,874,000

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, 2001. 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

                                     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.  These  remaining  properties are further  described in
"Item 2. Description of Properties" below.

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.

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.

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  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-Years    Method     Tax Basis
                          (in thousands)                              (in thousands)
<S>                   <C>           <C>          <C>                      <C>
Bronson Place         $ 3,800       $ 1,477      5-40 yrs      S/L        $ 2,439
Defoors Crossing        3,557         1,251      5-40 yrs      S/L          2,275
Meadow Wood             3,886         1,405      5-40 yrs      S/L          2,476
      Totals          $11,243       $ 4,133                               $ 7,190
</TABLE>

See "Note A" of the financial statements in "Item 7. Financial Statements" for a
description of the Partnership's depreciation policy.

Schedule of Rental Rates and Occupancy

Average annual rental rates and occupancy for 2001 and 2000 for each property:

                                      Average Annual             Average Annual
                                        Rental Rate                 Occupancy
                                        (per unit)
Property                            2001           2000         2001        2000
Bronson Place Apartments           $9,995         $9,629         94%         92%
Defoors Crossing Apartments         9,820          9,483         92%         95%
Meadow Wood Apartments              7,832          7,408         94%         97%

The General  Partner  attributes  the  decreased  occupancy at Defoors  Crossing
Apartments  to  increased  concessions  offered by  competitors  due to a softer
rental market caused by increased home purchases. The General Partner attributes
the decreased  occupancy at Meadow Wood  Apartments to increased  home purchases
and layoffs in the Medford, Oregon area during the year ended December 31, 2001.

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 2001 for each property were:

                                                 2001            2001
                                                Billing          Rate
                                            (in thousands)
Bronson Place Apartments                         $ 53            1.32%
Defoors Crossing Apartments                        46            1.46%
Meadow Wood Apartments                             53            1.45%

Capital Improvements

Bronson Place

During the year ended December 31, 2001,  the  Partnership  spent  approximately
$113,000  on  capital  improvements  at  Bronson  Place  Apartments,  consisting
primarily  of  structural  improvements,  appliances,  swimming  pool  upgrades,
plumbing upgrades,  and carpet and vinyl  replacements.  These improvements were
funded from cash flow from operations.  The Partnership is currently  evaluating
the capital improvement needs of the property for the upcoming year. The minimum
amount to be budgeted  is  expected  to be $300 per unit or $21,000.  Additional
improvements may be considered 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, 2001,  the  Partnership  spent  approximately
$84,000  on capital  improvements  at Defoors  Crossing  Apartments,  consisting
primarily of carpet replacements,  water sub-metering  improvements,  structural
improvements,  wall coverings,  plumbing  improvements,  and  appliances.  These
improvements  were funded from cash flow from  operations.  The  Partnership  is
currently  evaluating  the capital  improvement  needs of the  property  for the
upcoming year. The minimum amount to be budgeted is expected to be $300 per unit
or $18,000.  Additional  improvements  may be considered  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, 2001,  the  Partnership  spent  approximately
$60,000 on capital improvements at Meadow Wood Apartments,  consisting primarily
of  carpet  and  vinyl  replacements,  appliances,  plumbing  enhancements,  and
lighting   upgrades.   These  improvements  were  funded  from  cash  flow  from
operations.  The  Partnership is currently  evaluating  the capital  improvement
needs of the property for the upcoming  year.  The minimum amount to be budgeted
is  expected  to be $300 per unit or  $25,500.  Additional  improvements  may be
considered  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, 2001, 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 during its offering period through May 4, 1990,
aggregating  approximately  $15,266,000.  The  Partnership  currently has 61,063
Limited Partnership Units outstanding and 1,360 holders of record. Affiliates of
the General Partner owned 18,073 Units or 29.60% at December 31, 2001. 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, 2000 and 2001 and subsequent to December 31, 2001 (see
"Item 6" for further details):

                                                Distributions
                                                           Per Limited
                                        Aggregate        Partnership Unit
                                      (in thousands)
       01/01/00 - 12/31/00              $ 1,992 (1)           $32.29
       01/01/01 - 12/31/01                  752 (2)            12.18
      Subsequent to 12/31/01                 83 (2)             1.34

(1)   Consists of $989,000 of cash from  operations  and $1,003,000 of cash from
      the sales of Peachtree  Corners Medical  Building and Corinth Square Joint
      Venture.

(2)   Distribution was made from 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 additional  distributions to its partners in
the year 2002 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 18,073 limited partnership units in
the Partnership  representing 29.60% of the outstanding units. 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 make one or more  additional
offers to acquire  additional limited  partnership  interests in the Partnership
for cash or in exchange for units in the operating  partnership of AIMCO.  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.  When  voting  on  matters,  AIMCO  would  in all
likelihood  vote the units it acquired in a manner  favorable to the interest of
the General Partner because of its affiliation with the General Partner.

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

The  matters  discussed  in this Form  10-KSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions,   competitive  and  regulatory   matters,   etc.)  detailed  in  the
disclosures  contained  in this  Form  10-KSB  and the  other  filings  with the
Securities and Exchange  Commission made by the  Partnership  from time to time.
The  discussion  of  the  Partnership's  business  and  results  of  operations,
including  forward-looking  statements pertaining to such matters, does not take
into  account  the  effects of any  changes to the  Partnership's  business  and
results of operations.  Accordingly, actual results could differ materially from
those  projected in the  forward-looking  statements  as a result of a number of
factors, including those identified herein.

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 $465,000 for the year ended
December 31, 2001, compared to net income of approximately $468,000 for the year
ended  December 31, 2000. The decrease in net income for the year ended December
31, 2001, is primarily due to an increase in total expenses largely offset by an
increase in total revenues.

Total revenues increased for the year ended December 31, 2001 due to an increase
in rental income and other income.  Rental income increased  primarily due to an
increase  in  average  rental  rates  at  all of  the  Partnership's  investment
properties and an increase in occupancy at Bronson Place  Apartments  which more
than offset a decrease in occupancy  and  increased  concession  costs at Meadow
Wood and Defoors Crossing Apartments.  Other income increased for the year ended
December 31, 2001 due to increased utility  reimbursements  primarily at Bronson
Place  Apartments  partially  offset by reduced  interest income  resulting from
lower average cash balances in interest bearing accounts.

Total  expenses  increased for the year ended December 31, 2001 due to increased
operating and depreciation  expenses  partially offset by decreased  general and
administrative  expenses.  Operating  expenses  increased  for  the  year  ended
December  31,  2001  due  to an  increase  in  payroll  expenses  at  all of the
Partnership's  investment  properties.  This  increase was  partially  offset by
reduced  maintenance  costs at Bronson Place Apartments and reduced  advertising
expense primarily at Defoors Crossing Apartments. Depreciation expense increased
for the year  ended  December  31,  2001 due to capital  improvements  completed
during the past twelve months at all of the Partnership's investment properties.
General and  administrative  expenses  decreased for the year ended December 31,
2001 primarily due to decreased legal expenses  partially offset by increases in
the cost of  services  included  in the  management  reimbursements  paid to the
General  Partner as allowed under the  Partnership  Agreement.  Also included in
general and administrative expenses at both December 31, 2001 and 2000 are costs
associated  with the  quarterly  and annual  communications  with  investors and
regulatory agencies and the annual audit required by the Partnership Agreement.

The  Partnership  had a 35% investment in Corinth  Square Joint Venture  ("Joint
Venture"). For the year ended December 31, 2000, the Partnership realized equity
in income of the Joint  Venture  property of  approximately  $10,000.  The Joint
Venture's only  investment  property was sold December 31, 1999. The Partnership
received  its share of the sale  proceeds of  approximately  $400,000 in January
2000.

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,  2001,  the  Partnership  had  cash and  cash  equivalents  of
approximately  $228,000 compared to approximately $332,000 at December 31, 2000.
Cash  and  cash  equivalents  decreased  by  approximately   $104,000  from  the
Partnership's  year ended  December 31, 2000, due to  approximately  $257,000 of
cash used in investing  activities  and  approximately  $752,000 of cash used in
financing  activities,  which was partially offset by approximately  $905,000 of
cash  provided by  operating  activities.  Cash used in  investing  consisted of
property  improvements  and  replacements.  Cash  used in  financing  activities
consisted of  distributions  paid to the partners.  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 Partnership is
currently  evaluating  the capital  improvement  needs of the properties for the
upcoming year. The minimum amount to be budgeted is expected to be $300 per unit
or $64,500.  Additional  improvements  may be considered  and will depend on the
physical  condition of the properties as well as anticipated cash flow generated
by the properties. The Partnership's current assets are thought to be sufficient
for any near-term needs (exclusive of capital improvements) of the Partnership.

During the year ended December 31, 2001, the Partnership  paid  distributions of
cash generated from operations of approximately $752,000 (approximately $744,000
to the limited partners or $12.18 per limited partnership unit). During the year
ended December 31, 2000, the Partnership  paid  distributions  of cash generated
from the sale of Peachtree  Corners  Medical  Building and Corinth  Square Joint
Venture of  approximately  $1,003,000  (approximately  $993,000  to the  limited
partners or $16.26 per limited  partnership unit) and approximately  $989,000 of
cash generated from operations  (approximately  $979,000 to the limited partners
or $16.03 per limited  partnership  unit).  Subsequent to December 31, 2001, the
Partnership  paid  a  distribution  from  operations  of  approximately  $83,000
(approximately  $82,000 to the limited partners or $1.34 per limited partnership
unit). 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  additional  distributions  to its partners
during the year 2002 or subsequent periods.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates owned 18,073 limited partnership units in
the Partnership  representing 29.60% of the outstanding units. 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 make one or more  additional
offers to acquire  additional limited  partnership  interests in the Partnership
for cash or in exchange for units in the operating  partnership of AIMCO.  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.  When  voting  on  matters,  AIMCO  would  in all
likelihood  vote the units it acquired in a manner  favorable to the interest of
the General Partner because of its affiliation with the General Partner.

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 of Long-Lived  Assets and for  Long-Lived
Assets to be Disposed Of". SFAS No. 144 is effective for fiscal years  beginning
after  December  15, 2001.  The General  Partner  does not  anticipate  that its
adoption  will have a material  effect on the  financial  position or results of
operations of the Partnership.

Item 7.     Financial Statements

UNITED INVESTORS INCOME PROPERTIES

LIST OF FINANCIAL STATEMENTS

      Independent Auditors' Report

      Balance Sheet - December 31, 2001

      Statements of Operations - Years ended December 31, 2001 and 2000

      Statements  of  Changes  in  Partners'  (Deficit)  Capital  - Years  ended
      December 31, 2001 and 2000

      Statements of Cash Flows - Years ended December 31, 2001 and 2000

      Notes to Financial Statements

                          Independent Auditors' Report



The Partners
United Investors Income Properties


We have  audited  the  accompanying  balance  sheet of United  Investors  Income
Properties  (the  "Partnership")  as of  December  31,  2001,  and  the  related
statements of operations,  changes in partners' (deficit) capital and cash flows
for each of the years in the  two-year  period ended  December  31, 2001.  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 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  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 the Partnership as of December
31, 2001,  and the results of its  operations and its cash flows for each of the
years in the  two-year  period  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, 2002



<PAGE>






                       UNITED INVESTORS INCOME PROPERTIES

                                  BALANCE SHEET
                          (in thousands, except unit data)

                                December 31, 2001

<TABLE>
<CAPTION>


Assets
<S>                                                           <C>            <C>
   Cash and cash equivalents                                                 $  228
   Receivables and deposits                                                      25
   Other assets                                                                  39
   Investment properties (Note D):
      Land                                                    $ 1,522
      Buildings and related personal property                   9,721
                                                               11,243
      Less accumulated depreciation                            (4,133)        7,110
                                                                            $ 7,402
Liabilities and Partners' (Deficit) Capital
Liabilities
   Accounts payable                                                           $ 14
   Tenant security deposit liabilities                                           53
   Accrued property taxes                                                         3
   Other liabilities                                                            115

Partners' (Deficit) Capital
   General partner                                             $ (59)
   Limited partners (61,063 units issued and
      outstanding)                                              7,276         7,217
                                                                            $ 7,402

                   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,
                                                                2001          2000



Revenues:
<S>                                                           <C>           <C>
   Rental income                                              $ 1,723       $ 1,697
   Other income                                                   151           135
      Total revenues                                            1,874         1,832

Expenses:
   Operating                                                      729           696
   General and administrative                                     125           131
   Depreciation                                                   395           387
   Property taxes                                                 160           160
      Total expenses                                            1,409         1,374

Income before equity in income of joint venture                   465           458

Equity in income of joint venture (Note B)                         --            10

Net income                                                     $ 465         $ 468

Net income allocated to general partner (1%)                    $ 5           $ 5
Net income allocated to limited partners (99%)                    460           463

                                                               $ 465         $ 468

Net income per limited partnership unit                        $ 7.53        $ 7.58

Distributions per limited partnership unit                    $ 12.18       $ 32.29

                   See Accompanying Notes to Financial Statements
</TABLE>

<PAGE>


                       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, 1999                   61,063       $ (41)     $ 9,069    $ 9,028

Distributions to partners                     --          (20)     (1,972)    (1,992)

Net income for the year ended
   December 31, 2000                          --            5         463        468

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


                   See Accompanying Notes to Financial Statements
</TABLE>

<PAGE>


                       UNITED INVESTORS INCOME PROPERTIES

                            STATEMENTS OF CASH FLOWS
                                   (in thousands)

<TABLE>
<CAPTION>

                                                              Year Ended December 31,
                                                                  2001        2000
Cash flows from operating activities:
<S>                                                              <C>          <C>
  Net income                                                     $ 465        $ 468
  Adjustments to reconcile net income to net cash
   provided by operating activities:
     Equity in net income of joint venture                           --          (10)
     Depreciation                                                   395          387
     Change in accounts:
      Receivables and deposits                                       22          107
      Other assets                                                    2           (3)
      Accounts payable                                               (7)         (57)
      Tenant security deposit liabilities                             2            8
      Accrued property taxes                                          3           --
      Other liabilities                                              23          (11)

          Net cash provided by operating activities                 905          889

Cash flows from investing activities:
  Property improvements and replacements                           (257)        (151)
  Distributions from joint venture                                   --           19
  Proceeds from sale of joint venture property                       --          400

          Net cash (used in) provided by investing
            activities                                             (257)         268

Cash flows used in financing activities:
  Distributions to partners                                        (752)      (1,992)

Net decrease in cash and cash equivalents                          (104)        (835)

Cash and cash equivalents at beginning of year                      332        1,167

Cash and cash equivalents at end of year                         $ 228        $ 332


                   See Accompanying Notes to Financial Statements
</TABLE>

<PAGE>





                       UNITED INVESTORS INCOME PROPERTIES

                          NOTES TO FINANCIAL STATEMENTS

                                December 31, 2001


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, 2001, the Partnership operates
two residential  properties in the northwest and one residential property in the
south.

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  $144,000 at  December  31, 2001 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.  In accordance  with  Statement of Financial  Accounting  Standards
("SFAS") No. 121,  "Accounting  for the Impairment of Long-Lived  Assets and for
Long-Lived Assets to Be Disposed Of", 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, 2001 and 2000.
See "Recent Accounting Pronouncements" below.

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. 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.

Uses 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  $36,000 and $49,000 for the years ended
December 31, 2001 and 2000, 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.  The General Partner believes that  segment-based  disclosures will not
result  in a more  meaningful  presentation  than the  financial  statements  as
currently presented.

Reclassifications: Certain reclassifications have been made to the 2000 balances
to conform to the 2001 presentation.

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  of
Long-Lived  Assets and for Long-Lived Assets to be Disposed Of". SFAS No. 144 is
effective  for fiscal years  beginning  after  December  15,  2001.  The General
Partner does not anticipate that its adoption will have a material effect on the
financial position or results of operations of the Partnership.



<PAGE>


Note B - Investment in Corinth Square Joint Venture

The  Partnership  had a 35% investment in Corinth  Square Joint Venture  ("Joint
Venture") with United Investors Income Properties II, an affiliated  partnership
in which the General Partner is also the sole general  partner.  On December 30,
1999, the Joint Venture sold its only investment property, Corinth Square, to an
unaffiliated  third party.  The sale  resulted in net proceeds of  approximately
$1,143,000  after  payment  of  closing  costs,  resulting  in a loss on sale of
approximately  $598,000.  The Partnership's 1999 pro-rata share of this loss was
approximately  $209,000.  The net  proceeds  were  received by United  Investors
Income  Properties  II, of which  approximately  $400,000 was the  Partnership's
pro-rata share. This amount was received by the Partnership in January 2000.

There are no assets or  liabilities  remaining  on the balance  sheet of Corinth
Square at December  31, 2001.  The  condensed  profit and loss  statement of the
Joint Venture for the year ended December 31, 2000, is summarized as follows (in
thousands):

                                              2000
Revenue                                       $ 12
Costs and expenses                              (3)

Income before gain on sale of
  property                                       9
Gain on sale of property                        20
Net income                                    $ 29

The  equity  interest  in the  income of the Joint  Venture  for the year  ended
December 31, 2000 was approximately $10,000.

Note C - Distributions

During the year ended December 31, 2001, the Partnership  paid  distributions of
cash generated from operations of approximately $752,000 (approximately $744,000
to the limited partners or $12.18 per limited partnership unit). During the year
ended December 31, 2000, the Partnership  paid  distributions  of cash generated
from the sale of Peachtree Corners Medical Building and the Corinth Square Joint
Venture  property of  approximately  $1,003,000  (approximately  $993,000 to the
limited  partners  or $16.26 per  limited  partnership  unit) and  approximately
$989,000  of cash  generated  from  operations  (approximately  $979,000  to the
limited partners or $16.03 per limited partnership unit). Subsequent to December
31, 2001, the Partnership  paid a distribution  from operations of approximately
$83,000  (approximately  $82,000 to the  limited  partners  or $1.34 per limited
partnership unit).



<PAGE>




Note D - 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          $ 731
Defoors Crossing Apartments           520         2,480             557
Meadow Wood Apartments                501         2,884             501

            Totals                $ 1,522       $ 7,932         $ 1,789


<TABLE>
<CAPTION>

                     Gross Amount At Which
                            Carried
                     At December 31, 2001
                        (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   $ 3,299   $ 3,800    $ 1,477         1988     11/01/88     5-40
Defoors Crossing      520     3,037     3,557      1,251         1988     05/01/89     5-40
Meadow Wood           501     3,385     3,886      1,405         1988     10/02/89     5-40

     Totals       $ 1,522   $ 9,721   $11,243    $ 4,133
</TABLE>


Reconciliation of "Real Estate and Accumulated Depreciation":

                                              Years Ended December 31,
                                                  2001         2000
                                                   (in thousands)
   Investment Properties
   Balance at beginning of year                  $10,986      $10,835
      Property improvements                          257          151
   Balance at end of year                        $11,243      $10,986

   Accumulated Depreciation
   Balance at beginning of year                  $ 3,738      $ 3,351
      Amounts charged to expense                     395          387
   Balance at end of year                        $ 4,133      $ 3,738

The  aggregate  cost of the real  estate  for  Federal  income tax  purposes  at
December  31,  2001 and 2000,  is  approximately  $11,360,867  and  $11,103,000,
respectively. The accumulated depreciation taken for Federal income tax purposes
at December  31, 2001 and 2000,  is  approximately  $4,170,967  and  $3,767,000,
respectively.

Note E - 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.  The  following  payments  were made to  affiliates  of the General
Partner during the years ended December 31, 2001 and 2000:

                                                              2001       2000
                                                              (in thousands)
   Property management fees (included in
     operating expenses)                                      $ 97       $ 92
   Reimbursement for services of affiliates (included
     in general and administrative expenses and
     investment properties)                                     58         47
   Due to affiliate (included in other liabilities)             21         21

During the years ended  December  31, 2001 and 2000,  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  $97,000 and
$92,000 for the years ended December 31, 2001 and 2000, respectively.

An  affiliate  of the General  Partner  received  reimbursement  of  accountable
administrative  expenses amounting to approximately  $58,000 and $47,000 for the
years ended December 31, 2001 and 2000, respectively.

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, 2001, the limited partners had not
received  their  return.   Therefore,   the  commission  is  included  in  other
liabilities at December 31, 2001.

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 year ended December 31, 2001,
the  Partnership  paid  AIMCO  and  its  affiliates  approximately  $15,000  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 18,073 limited partnership units in
the Partnership  representing 29.60% of the outstanding units. 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 make one or more  additional
offers to acquire  additional limited  partnership  interests in the Partnership
for cash or in exchange for units in the operating  partnership of AIMCO.  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.  When  voting  on  matters,  AIMCO  would  in all
likelihood  vote the units it acquired in a manner  favorable to the interest of
the General Partner because of its affiliation with the General Partner.

Note F - 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,  2001 and 2000 (in
thousands, except unit data):

                                                       2001        2000

      Net income as reported                           $ 465      $ 468
      Add (deduct):
         Deferred revenue and other liabilities          (26)         13
         Depreciation differences                         (8)        (57)

      Federal taxable income                           $ 431      $ 424

      Federal taxable income per limited
         partnership unit                             $ 6.99      $ 6.87

The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net assets at December 31, 2001 (in thousands):

      Net assets as reported                                $ 7,217
      Differences in basis of assets and liabilities
         Deferred revenue and other liabilities                 (54)
         Accumulated depreciation                               (37)
         Commercial property at cost                            118
         Deferred charges and other assets                        3
         Syndication costs                                    1,902

      Net assets - tax basis                                $ 9,149

Note G - 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 Disclosure

            None.

                                    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 directors 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       44    Executive Vice President and Director

      Martha L. Long        42    Senior Vice President and Controller

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.  Prior to joining AIMCO,  Mr. Foye was a partner in the
law firm of Skadden,  Arps, Slate,  Meagher & Flom LLP from 1989 to 1998 and was
Managing Partner of the firm's  Brussels,  Budapest and Moscow offices from 1992
through  1994.  Mr.  Foye is also  Deputy  Chairman  of the  Long  Island  Power
Authority and serves as a member of the New York State Privatization Council. He
received a B.A.  from Fordham  College and a J.D.  from Fordham  University  Law
School.

Martha L. Long has been  Senior Vice  President  and  Controller  of the General
Partner since October 1998 as a result of the acquisition of Insignia  Financial
Group, Inc. As of February 2001, Ms. Long was also appointed head of the service
business for AIMCO.  From June 1994 until January 1997,  she was the  Controller
for Insignia, and was promoted to Senior Vice President - Finance and Controller
in January 1997,  retaining  that title until  October  1998.  From 1988 to June
1994,  Ms. Long was Senior Vice  President and  Controller for The First Savings
Bank, FSB in Greenville, South Carolina.

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 has approved the  inclusion of the
audited financial  statements in the Form 10-KSB for the year ended December 31,
2001 for filing with the Securities and Exchange Commission.

The General  Partner has reappointed  KPMG LLP as independent  auditors to audit
the financial  statements of the  Partnership  for the current fiscal year. Fees
for the last  fiscal  year were audit  services  of  approximately  $26,000  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, 2001.

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, 2001 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                         17,035            27.90%
  (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 2000 South Colorado Boulevard, Denver, Colorado 80222.

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.  The  following  payments  were made to  affiliates  of the General
Partner during the years ended December 31, 2001 and 2000:

                                                         2001          2000
                                                           (in thousands)

   Property management fees                              $ 97          $ 92
   Reimbursement for services of affiliates                58            47
   Due to affiliate                                        21            21

During the years ended  December  31, 2001 and 2000,  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  $97,000 and
$92,000 for the years ended December 31, 2001 and 2000, respectively.

An  affiliate  of the General  Partner  received  reimbursement  of  accountable
administrative  expenses amounting to approximately  $58,000 and $47,000 for the
years ended December 31, 2001 and 2000, respectively.

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, 2001, the limited partners had not
received  their  return.   Therefore,   the  commission  is  included  in  other
liabilities at December 31, 2001.

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 year ended December 31, 2001,
the  Partnership  paid  AIMCO  and  its  affiliates  approximately  $15,000  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 18,073 limited partnership units in
the Partnership  representing 29.60% of the outstanding units. 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 make one or more  additional
offers to acquire  additional limited  partnership  interests in the Partnership
for cash or in exchange for units in the operating  partnership of AIMCO.  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.  When  voting  on  matters,  AIMCO  would  in all
likelihood  vote the units it acquired in a manner  favorable to the interest of
the General Partner because of its affiliation with the General Partner.

Item 13.    Exhibits and Reports on Form 8-K

      (a)   Exhibits:

            None.

      (b) Reports on Form 8-K filed during the quarter ended December 31, 2001:

            None.



<PAGE>


                                   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/Martha L. Long
                                          Martha L. Long
                                          Senior Vice President
                                          and Controller


                                    Date: March 29, 2002


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 29, 2002
Patrick J. Foye         and Director


/s/Martha L. Long       Senior Vice President         Date: March 29, 2002
Martha L. Long          and Controller





<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.

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.


<PAGE>


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.

10.5 Agreement of Purchase and Sale,  dated  December 21, 1989,  between  United
     Investors Real Estate, Inc., as purchaser, and Corners Medical Group, Inc.,
     as seller,  relating to Peachtree Corners Medical Building,  and amendments
     thereto;  incorporated  by  reference  to  Exhibit  10.5  to  Partnership's
     Quarterly Report on Form 10-Q previously filed on May 15, 1990.

10.6 Agreement  of  Purchase  and Sale,  dated  June 29,  1990,  between  United
     Investors  Real Estate,  Inc.,  as purchaser,  and American Fire  Sprinkler
     Corporation,  as seller,  relating to Corinth Square Professional Building;
     incorporated by reference to Exhibit 10.6 to Partnership's Quarterly Report
     on Form 10-Q previously filed on August 15, 1990.

10.7 Agreement of Joint Venture of Corinth  Square  Associates  dated October 1,
     1990,  between the Partnership and United Investors  Income  Properties II;
     incorporated by reference to Exhibit 4.4 to Partnership's Current Report on
     Form 8-K previously filed on October 23, 1990.

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.

10.9 Purchase and Sale Contract between Registrant and Cadle's Peachtree Medical
     Building,  an Ohio  Limited  Liability  Company,  dated  December 30, 1999;
     Incorporated  by  reference  to Exhibit  10.9 to the  Partnership's  Annual
     Report on Form 10-KSB dated December 31, 1999.

10.10Addendum to  Purchase  and Sale  Contract  between  Registrant  and Cadle's
     Peachtree  Medical  Building,  an Ohio  Limited  Liability  Company,  dated
     December  30,  1999;  Incorporated  by  reference  to Exhibit  10.10 to the
     Partnership's Annual Report on Form 10-KSB dated December 31, 1999.

10.11Purchase and Sale Contract between Corinth Square  Associates and The Cadle
     Company,  an Ohio Corporation,  dated December 30, 1999 relating to Corinth
     Square Professional Building; Incorporated by reference to Exhibit 10.11 to
     the Partnership's Annual Report on Form 10-KSB dated December 31, 1999.

10.12Addendum to Purchase and Sale Contract  between  Corinth Square  Associates
     and The  Cadle  Company,  an Ohio  Corporation,  dated  December  30,  1999
     relating to Corinth Square Professional Building; Incorporated by reference
     to Exhibit  10.12 to the  Partnership's  Annual Report on Form 10-KSB dated
     December 31, 1999.

16   Letter  dated  October  1, 1998  from the  Registrant's  former  accountant
     incorporated  by reference to Exhibit (c) filed with  Registrant's  Current
     Report on Form 8-K/A dated September 23, 1998.