UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

	Washington, D.C. 20549

	FORM 10-QSB


[ X ]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
      THE SECURITIES EXCHANGE ACT OF 1934

	For the quarterly period ended September 30, 2001

	OR

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

For the transition period from _________ to ________.

	Commission File Number 0-8071

	     URBAN IMPROVEMENT FUND LIMITED - 1974
(Exact name of small business issuer as specified in its charter)

          California          	    95-6504946
State or other jurisdiction of	(I.R.S. Employer
incorporation or organization	Identification No.)

1201 Third Avenue, Suite 5400, Seattle, Washington	98101-3076
     (Address of principal executive offices)	(ZIP code)

Registrant's telephone number, including area code:	(206) 622-9900


Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
and (2) has been subject to such filing requirements for the past
90 days.  Yes    X    No      .

	PART I - FINANCIAL INFORMATION

	Item 1 - Financial Statements

	BALANCE SHEETS

	URBAN IMPROVEMENT FUND LIMITED - 1974
	(A Limited Partnership)


	ASSETS

	        September 30,	December 31,
	    2001     	    2000

Cash and cash equivalents	$   10,481 	$   12,591
Investments in and advances to
  Local Limited Partnerships
  accounted for on the equity method	 9,988,306 	 10,121,042

Total Assets	$9,998,787 	$10,133,633



	LIABILITIES AND PARTNERS' CAPITAL


Accounts payable	$   13,500 	$     5,500
Management fee payable	98,032 	55,265
Distribution payable	2,096 	2,096
Advance from General Partner	    11,080 	       -0-
	124,708 	62,861

Partners' Capital:
  General Partner - 115 Partnership units
    authorized, issued and outstanding	98,740 	100,708

  Limited Partners - 11,404 Partnership units
    authorized, issued and outstanding	 9,775,339 	 9,970,064
 	 				 9,874,079 	 10,070,772

Total Liabilities and Partners' Capital	$9,998,787 	$10,133,633







Unaudited.  See accompanying notes.

	CAPITALIZATION AND PARTNERS' CAPITAL

	URBAN IMPROVEMENT FUND LIMITED - 1974
	(A Limited Partnership)



	September 30,	December 31,
	    2001     	   2000
General Partner Interest - 115 Partner-
ship units issued and outstanding	$   115,192 	$   115,192

Limited Partners' Interest - 11,404
Partnership units issued and
outstanding	 11,404,000 	 11,404,000
	11,519,192 	11,519,192

Offering Expenses	            ( 1,315,039)	(1,315,039)

Distributions to Partners	(2,681,501)	(2,681,501)

Accumulated income (loss) through
December 31, 2000	2,548,120	2,548,120

Loss for nine-month period ended
September 30, 2001	 (196,693) 	        -0-
	 (1,645,113)	 (1,448,420)

Partners' Capital at End of Period	$ 9,874,079 	$ 10,070,772
















Unaudited.  See accompanying notes.

	STATEMENTS OF INCOME
	URBAN IMPROVEMENT FUND LIMITED - 1974
	(A Limited Partnership)

		For the Three-Month 		For the Nine-Month
		      Period Ended      		      Period Ended
		      September 30,     		      September 30,
	   2001    	   2000    	   2001    	   2000

Revenues		    					$     80 	$ 268 	$   564 	$ 17,366


Cost and expenses:

Professional fees			5,000 	10,000 	15,050 	20,000

Management fee		   	14,255 	14,255 	42,765 	42,765

Other expenses	   		2,245 	1,085 	16,869	18,218

Amortization		   		     1,050 	       833 	     3,150 	    2,500
	    22,550 	    26,173 	    77,834 	  83,483

Income (Loss) before equity of
Local Limited Partnerships	(22,470)	   (25,905)	(77,270)	(66,117)
Equity in net income (loss) of
Local Limited Partnerships	   (90,000) 	   71,039	 (119,423) 	 2,646,039

Net income (loss)						 $ (112,470      $ 45,134   $ (196,693)     $ 2,579,922

Allocation of net income (loss):

Net income (loss) allocated
To General Partner	$    (1,116)	$   4,513 	$  (1,966) 	$   25,799

Net income (loss) allocated
To Limited Partners 	   (111,354) 	     40,621 	 (194,727) 	    2,554,123

	$ (112,470) 	$   45,134 	$(196,693) 	$  2,579,922

Net income allocated to
Limited Partners per
Limited Partnerships
Unit (11,404 units out-
standing at September 30,
2001 and 2000) 				$       10 	$     4 	$     (17) 	$     223




Unaudited.  See accompanying notes.

	STATEMENTS OF CASH FLOWS

	URBAN IMPROVEMENT FUND LIMITED - 1974
	(A Limited Partnership)

		For the Three-Month  	For the Nine-month
		      Period Ended   	   Period Ended_____
		      September 30,          September 30,
	   2001    	   2000    	   2001    	   2000
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	   				$   (112,470) 	$    45,134 	$(196,693) 	$   2,579,922
Adjustments to reconcile net
income to net cash used by
operating activities:
Amortization of initial
and rent-up fees	1,050 	833 	3,150 	2,500
Equity in net income of
local limited partnerships	 90,000	(71,039)	119,423	(2,646,039)
(Increase) decrease in
  receivable from affiliate,
  distribution and deposit	-0-	(7,838) 	-0- 	606,934
Increase (decrease) in trade
  accounts payable and accrued
management fees	    17,755	    (4,750) 	     61,847 	     46,262
  Total adjustments	  108,805	    (82,794) 	___ 184,420	   (1,990,343)
    Net cash used by
      operating activities	(3,665)	(37,660) 	(12,273) 	589,579
CASH FLOWS FROM INVESTING ACTIVITIES:
Distribution received	-0-	36,511 	7,077 	36,511
Contributions for investment    -0- 	-0- 	-0-                  (2,347,154)
Net advances repaid by
limited partnerships	   3,086	    26,459	     3,086 	    23,956
Net cash provided by investing
activities	   				   3,086 	___ 62,970	___ 10,163	    (2,286,687)

NET DECREASE IN CASH
AND CASH EQUIVALENTS	(579) 	25,310	(2,110)	(1,697,108)
CASH BALANCE AT BEGINNING OF
PERIOD			   				     11,060 	_____ 695 	 12,591 	 1,723,113

CASH BALANCE AT END OF PERIOD	$  10,481 	$   26,005 	$   10,481 	$   26,005



Unaudited.  See accompanying notes.

	NOTES TO SUMMARIZE FINANCIAL INFORMATION
	            September 30, 2000___________



	URBAN IMPROVEMENT FUND LIMITED - 1974
	(A Limited Partnership)

Note 1 - Organization - Urban Improvement Fund Limited (the
Partnership) was formed under the California Uniform Limited
Partnership Act on January 13, 1974, for the principal purpose
of investing in other limited partnerships (Local Limited
Partnerships), which own federal and state-assisted housing
projects.  The Partnership issued 11,404 units of limited
partnership interest pursuant to a public offering of such
units which terminated on December 31, 1974.  The Partnership
also issued 115 units of general partnership interest to
Interfinancial Real Estate Management Company (the General
Partner).

The Urban Improvement Fund Limited - 1974 prospectus, dated
July 23, 1974, specified that the General Partner will have
at least a one percent interest in profits, losses and special
allocations, and the limited partners will share the remainder
of the interest in profits, losses and special allocations in
proportion to their respective units of limited partnership
interests.  It is the General Partners' intention to allocate,
for income tax and financial reporting purposes, the profits,
losses and special allocations in the ratio of ninety-nine
percent to the limited partners and one percent to the General
Partner.

Note 2 - Method of accounting - As of September 30, 2001, the
Partnership has investments in nine active real estate limited
partnerships (Local Limited Partnerships).  Since the Partnership,
as a limited partner, does not exercise control over the activities
of the Local Limited Partnerships in accordance with the
Partnership agreements, these investments are accounted for using
the equity method.  The investment account represents the sum of
the capital investment and unamortized cost of acquisition less the
        Partnership's share in losses since the date of acquisition. The
        Partnership discontinues recognizing losses and amortizing cost of
       acquisition under the equity method when losses have been incurred
which equal the cost of the investment and the unamortized cost of
        acquisition in a particular Local Limited Partnership, thus reducing the
         investment to zero.  Repayment of advances and cash distributions by
         the Local Limited Partnerships, after the Partnership investment has
         been reduced to zero, are recognized as income by the Partnership in
         the year received.
Additional advances to a Local Limited Partnership, after an investment
        is reduced to zero, are recognized as losses.

Initial rent-up fees paid by the Partnership to the General Partner,
deducted when paid for income tax purposes, are capitalized as
acquisition costs of the Local Limited Partnerships for financial
reporting purposes.  These costs and other costs of acquisition are
amortized using the straight-line method over the lives (fifteen to
forty years) of the Local Limited Partnership Properties.  Amortization
is discontinued when the investment is reduced to zero.

The unaudited interim financial statements furnished in this report
reflect all adjustments which are, in the opinion of management,
necessary to a fair statement of the results for the interim
periods presented.  All such adjustments are of a normal recurring
nature.

No provision for taxes on income is required since all taxable
income or loss of the Partnership is allocated to the partners
for inclusion in their respective tax returns.

Marketable securities that are highly liquid and have maturities
of three months or less at the date of purchase are classified as
cash equivalents.

The Partnership estimates that the aggregate fair value of all
financial instruments at September 30, 2001 does not differ
materially from the aggregate carrying values of its financial
instruments recorded in the balance sheet.  These estimates are
not necessarily indicative of the amounts that the Partnership
could realize in a current market exchange.  The preparation of
financial statements requires the use of estimates and assumptions.
Actual results could differ from those estimates.

Note 3 - Management of Urban Improvement Fund Limited - 1974
Under the terms of the Limited Partnership Agreement, the Partnership
is required to pay the General Partner an annual management fee equal
to one-quarter of one percent of invested assets or $180,000 (the fee
will not be more than fifty percent of the Partnership's annual net
cash flow, as defined, subject to an annual minimum of $57,020).
Management fees payable to the General Partner have been accrued if
cash flow was not sufficient to pay the fee in the year incurred.
For the nine-month period ended September 30, 2001 and 2000, the
minimum fee of $14,255 has been accrued.  At September 30, 2001,
management fees of $98,032 have been recorded as a liability to
the General Partner.

Upon liquidation, unpaid management fees will have first priority
to the proceeds.  The Partnership will also pay the General Partner
a liquidation fee for the sale of projects.  The liquidation fee is
the lesser of (i) ten percent of the net proceeds to the Partnership
from the sale of a project(s) or (ii) one percent of the sales price
plus three percent of the net proceeds after deducting an amount
sufficient to pay long-term capital gains taxes.  No part of such
fee shall accrue or be paid  unless:  (i) the Limited Partners' share
of the proceeds has been distributed to them, (ii) the Limited
Partners shall have first received an amount equal to their
invested capital attributable to the project(s) sold, and (iii)
the Limited Partners have received an amount sufficient to pay
long-term capital gains taxes from the sale of the project(s), if
any, calculated at the maximum rate then in effect.

The General Partner of the Partnership is a corporation in which
Paul H. Pfleger owns a one-hundred percent interest.  Partnership
Services, Inc. (PSI), another corporation in which Paul H. Pfleger
is a one-hundred percent shareholder, has contracted with the
General Partner and the Partnership to provide certain management
and other services to any projects in which the Partnership has an
interest.  In addition, as shown in the following table, PSI has
become the General Partner in two of the Local Limited Partnerships
in which the Partnership has investments:

					Date PSI Became
Local Limited Partnership	General Partner

Notre Dame Apartments	March 1977
Capitol Hill Associates	December 1978

Note 4 - Investments in Local Limited Partnerships - As of September
30, 2001, the Partnership has investments in nine active real estate
Limited Partnerships (Local Limited Partnerships), which are accounted
for on the equity method.  The investment account represents the sum
of the capital investment and unamortized costs of acquisitions less
the Partnership's share in losses since the date of acquisition.  The
        Partnership discontinues recognizing losses and amortizing cost of
acquisition under the equity method when the investment in a particular
Local Limited Partnership is reduced to zero unless the Partnership
intends to commit additional funds to the Local Limited Partnership.
The investments in Local Limited Partnerships are comprised of:

 September 30, 2001 	December 31, 2000

Capital contributions	$ 8,573,458	$ 8,573,458

Distributions	(3,083,254)	(3,076,177)

Equity in losses	3,775,136	3,894,559

Advances	166,519	169,605

Unamortized costs of acquisitions	    556,447	    559,597

	$ 9,988,306	$10,121,042

	Item 2 - Management's Discussion and Analysis of
	Financial Condition and Results of Operations

The Partnership has followed the practice of investing available
funds not used in the purchase of properties or in operations into
short-term investments.  Interest income resulted from such short-
term investments.  The Partnership is dependent upon interest earned
and the distributions and repayment of advances from Local Limited
Partners for cash flow.

Under the terms of the Limited Partnership Agreement, the Partnership
is required to pay the General Partner an annual management fee equal
to one-quarter of one percent of invested assets or $180,000 (the fee
will not be more than fifty percent of the Partnership's annual net
cash flow as defined, subject to an annual minimum of $57,020).  The
Partnership recorded management fee expense of $14,255 for the three
months ended September 30, 2001 and 2000.

The components of the Partnership's equity in income of the Local
Limited Partnerships for the three months and nine months ended
September 30, 2001 and 2000, is summarized as follows:
	For the Three-Month	For the Nine-Month
	     Period Ended         Period Ended
	      September 30,      September 30,
         2001    	   2000   	 2001      2000

Income (loss)from non-zero
  investment:
		Notre Dame				$  (70,000)	$   37,500	$    (67,500)	$   112,500
		Capitol Hill				25,000	0	75,000	0
		Monatiquot					(45,000)	0	(134,000)	 2,500,000
Repayment from (advance to)
		 partnership with zero
			investment:
		 Capital Hill 			-0-	26,459	-0-	26,459
Distributions from zero
  investments:
		51st and King				        -0-	     7,080	    7,077	      7,080

											$  (90,000)	$   71,039	$ (119,423)	$2,646,039

During February 2000, Monatiquot Village Associates exchanged its
real estate in a tax free exchange.  The Partnership' share of the
proceeds was $2,500,000 which was recorded as income during the
quarter ended June 30, 2000.  In addition, the Partnership contributed
an additional $2,347,154 to Monatiquot Village Associates to fund the
purchase of the exchange property.  Monatiquot Village Associates
purchased a 460-unit complex in Santa Maria, California.

Liquidity
The Partnership's only source of cash flow is from distributions from
its investments Local Limited Partnerships or the sale or refinancing
of the Local Limited Partnerships.  There are no current discussions
with potential buyers or properties being actively marketed.

Seven of the Local Limited Partnerships have regulatory agreements
which restrict distributions to the computation of surplus cash.  The
        computation of surplus cash is calculated by subtracting accounts
payable and accrued expenses from cash on hand at the end of the year.

There is no guarantee that the Local Limited Partnerships will generate
        sufficient cash flow to distribute to the Partnership amounts sufficient
to repay all advances and accrued management fees.  If not repaid by cash
flow from operating, they will most likely be repaid with proceeds from
the sale or refinancing proceeds from the Local Limited Partnerships.

Capital Resources
The General Partner believes that additional situations may
arise where it would be advantageous to the Partners to exchange
properties in a tax-free transaction.  The Partnership's basis in
its properties has been reduced through depreciation deductions
and other losses to levels substantially below the amount of debt
secured by the properties.  Additionally, the rental properties
owned and operated by the Local Limited Partnerships have typically
computed depreciation for financial reporting purposes using the
straight-line method over the estimated economic useful life of
the property.  For income tax reporting purposes, depreciation
generally has been computed over the same or shorter periods
using accelerated methods.  As a result, the carrying values of
the Partnership's investments in Local Limited Partnerships are
substantially greater for financial reporting purposes than for
income tax reporting purposes.  Upon sale or other disposition
of a property by the Local Limited Partnership, the gain recognized
by the Partnership for income tax reporting purposes may be
substantially greater than the gain recorded for financial
reporting purposes.  Accordingly, if the properties are sold,
the Partnership, in all likelihood, would recognize taxable gain
in excess of the cash available for distribution.  If sale proceeds
are reinvested in a manner which permits the original sale to be
treated as a like-kind exchange, the Partnership can defer this
gain until the new property is sold.  Additionally, the Partnership
will receive the benefit of any cash flow or appreciation in value
of the new property.  If reinvestments were made, it is likely that
the acquired properties would be conventional, multi-family
residential projects.

The Partnership has made no material commitments for capital
expenditures.


	PART II - OTHER INFORMATION


Items 1 through 5 not applicable

Item 6 Exhibits and Reports on Form 8-K

a)  None

b)  The registrant has not filed a report on Form 8-K during
the quarter ending .

	SIGNATURES


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


URBAN IMPROVEMENT FUND LIMITED -1974
(Registrant)
By:	Interfinancial Real Estate Management
Company, General Partner





Date November 20, 2001	/s/Michael Fulbright
    		          	    (Signature)
			By:  Michael Fulbright, Secretary





Date November 20, 2001	/s/John M. Orehek
			         (Signature)
			By: John M. Orehek, Senior Vice President