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 March 31, 2002

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 (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)

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

Indicate by check mark whether the Issuer (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

                                           March 31,  December 31,
                                             2002         2001

Cash and cash equivalents               $   170,482    $   179,382
Investments in and advances to
 Local Limited Partnerships
 accounted for on the equity
 method                                   9,921,305      9,690,364
Total Assets                            $10,091,787    $ 9,869,746


LIABILITIES AND PARTNERS' CAPITAL


Accounts payable                        $    11,180   $    25,180
Management fee payable                       14,255             0
Distribution payable                          2,096         2,096
                                             27,531        27,276

Partners' Capital:
 General Partner - 115 Partnership
  units authorized, issued and
  outstanding                               100,643        98,425

 Limited Partners - 11,394 Partnership
  units authorized, issued and
  outstanding                             9,963,613     9,744,045
                                         10,064,256     9,842,470

Total Liabilities and Partners'
  Capital                               $10,091,787   $ 9,869,746




Unaudited.  See accompanying notes.

CAPITALIZATION AND PARTNERS' CAPITAL

URBAN IMPROVEMENT FUND LIMITED - 1974
(A Limited Partnership)



                                        March 31,      December 31,
                                          2002            2001
General Partner Interest - 115
 Partnership 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 earnings through
 December 31, 2001                     2,319,818       2,319,818

Income (loss) for three-month
 period ended March 31, 2002              221,786               0
                                       (1,454,936)     (1,676,722)

Partners' Capital at End
 of Period                           $10,064,256     $ 9,842,470



Unaudited.  See accompanying notes.

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

                                           For the Three-Month
                                               Period Ended
                                                 March 31,
                                            2002          2001

Revenues                               $      508     $      440

Cost and expenses:

  Professional fees                         5,255          5,050

  Management fee                           14,255         14,255

  Other expenses                              806          2,773

  Amortization                                503          1,050
                                           20,819         23,128

Income (Loss) before equity of
  Local Limited Partnerships              (20,311)       (22,688)
Equity in net income of Local
  Limited Partnerships                    242,097         11,800

Net Income (loss)                      $  221,786     $  (10,888)

Allocation of net income:

Net income allocated to
  General Partner                      $       221    $     (108)

Net income allocated to
  Limited Partners                         221,565        (10,780)

                                       $   221,786     $  (10,888)

Net income allocated to
  Limited Partners per
  Limited Partnerships
  unit (11,394 units out-
  standing at March 31,
  2002 and 2001)                       $        19     $        0






Unaudited.  See accompanying notes.

STATEMENTS OF CASH FLOWS

URBAN IMPROVEMENT FUND LIMITED - 1974
(A Limited Partnership)

For the Three-Month
	       Period Ended
	         March 31,
	   2002   	   2001
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net income (loss)                       $  221,786    $  (10,888)
  Adjustments to reconcile net
  income to net cash used by
  operating activities:
   Amortization of initial
    and rent-up fees                             503        1,050
   Equity in net income of
    local limited partnerships              (242,097)     (11,800)
   Increase (decrease) in:
    Trade accounts payable and
     Accrued management fees                     255       13,756
       Total adjustments                    (241,339)       3,006
        Net cash used by operating
         Activities                          (19,553)      (7,882)

CASH FLOWS FROM INVESTING ACTIVITIES:
 Distributions from local
  limited partnership                         10,653            0
        Net cash used by investing
         Activities                           10,653            0


NET DECREASE IN CASH AND
  CASH EQUIVALENTS                            (8,900)      (7,882)

CASH BALANCE AT BEGINNING
  OF PERIOD                                  179,382       12,591

CASH BALANCE AT END OF
  PERIOD                                  $  170,482   $    4,709







Unaudited.  See accompanying notes.

NOTES TO SUMMARIZE FINANCIAL INFORMATION

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 March 31, 2002, 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.

Taxes on Income

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.

Fair Value of Financial Instruments and Use of Estimates

The Partnership estimates that the aggregate fair value of all
financial instruments at March 31, 2002 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.

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.  The
Partnership has only one reportable segment.  Due to the very nature
of the Partnership's operations, the General Partner believes that
segment-based disclosures will not result in a more meaningful
presentation than the financial statements as currently presented.

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.

Cash Equivalents

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

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.)
In 2001 and 2000, the minimum annual management fee of $57,020 was
earned and recorded as an expense of the Partnership.  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 majority interest.  Partnership Services, Inc.
(PSI), another corporation in which Paul H. Pfleger is a majority
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.  No fees were paid
to PSI during 2001 or 2000.  In addition, as shown in the following
table, PSI has become the General Partner in three of the Local
Limited Partnerships in which the Partnership has or had investments:

                                              Date PSI Became
                  Local Limited Partnership   General Partner

                   Notre Dame Apartments         March 1977
                   Capitol Hill Associates       December 1978


Note 3 - Investments in Local Limited Partnerships - As of March 31,
2002, 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:

                                   March 31, 2002   December 31, 2001

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

Distributions                         (3,381,393)      (3,370,740)

Equity in losses                       4,010,417        3,768,320

Advances                                 166,256          166,256

Unamortized costs of acquisitions        552,567          553,070

                                     $ 9,921,305      $ 9,690,364

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 March 31, 2002 and 2001.

The components of the Partnership's equity in income of the Local
Limited Partnerships for the three months ended March 31, 2002 and
2001, is summarized as follows:

                                          For the Three-Month
                                              Period Ended
                                                March 31,
                                          2002            2001
Income (loss) from investments with
 non-zero investment:
  Notre Dame                          $   94,700      $   72,800
  Norway Housing                          56,100               0
  Monatiquot Village Associates          111,000          25,000
  Capitol Hill                           (19,703)        (86,000)

                                      $  242,097      $   11,800

Liquidity

The Partnership's only source of cash flow is from distributions
from its investments in 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.
Monatiquot Village Associates and Notre Dame Apartments have no
restriction on distributions and their General Partner is an affiliate
of the General Partner of the Issuer.

The distributions in 2001 were $294,562.  The General Partner
anticipates it will receive adequate distributions from the Local
Limited Partnerships to maintain operations.

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.  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 situations may arise where it
would be advantageous to the Partnership 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 may 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 are made, it is likely
that the acquired properties will be conventional, multi-family
residential projects.  Notre Dame Apartments and Monatiquot Village
Associates exchanged their real estate in tax-free exchanges.

The partnership has made no material commitments for capital
expenditures.

PART II - OTHER INFORMATION

Item 3 - Change In and Disagreements with Accountants
on Accounting and Financial Disclosure

As of February 8, 2002, Smith & Radigan, Certified Public Accountants,
LLC, the independent accountant previously engaged as the principal
accountant to audit the financial statements of Urban Improvement Fund
Limited - 1972 (the "Registrant," "Issuer" or the "Partnership"), was
terminated.  As of the same date, the firm of Kenneth W. Bryant
Certified Public Accountant was engaged to provide the service for the
Issuer.

The audit reports of Smith & Radigan, Certified Public Accountants,
LLC on the financial statements of the Partnership as of and for the
years ended December 31, 2000 and 1999 did not contain any adverse
opinion or disclaimer of opinion, nor were they qualified or modified
as to uncertainty, audit scope or accounting principles.

Kenneth W. Bryant was a former partner in Smith & Radigan, Certified
Public Accountants, LLC while they were the principal auditors of the
Issuer.  Kenneth W. Bryant has formed a new firm and has been engaged
by the General Partner as the principal auditor of the Issuer.

During the Partnership's two most recent fiscal years and any
subsequent interim period preceding the change, there were no
disagreements with the former accountants on any matter of
accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements,
if not resolved to the satisfaction of the former accountants,
would have caused it to make reference to the subject matter of
the disagreements in connection with its report.

The Issuer has provided a copy of this disclosure to the former
accountant, and the Issuer has received from the former accountant,
a letter addressed to the Securities and Exchange Commission stating
whether it agrees with the statements made by the Issuer.  This letter
is filed as an Exhibit to this report.

There have been no disagreements with accountants on any matters of
accounting principles or practices or financial statement disclosure.

Items 1 through 3 not applicable

Item 4 - Exhibits and Reports on Form 8-K

(a) Exhibits

Report on Form 8-K filed during the first quarter of 2002 -
Change of Accountants

Letter from former accountant, addressed to the Commission stating
that they agree with the statements made by the Partnership in the
Form 8-K.




SIGNATURES


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


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





Date  October 3, 2002                      /s/Michael Fulbright
                                                 (Signature)
                            By:  Michael Fulbright, Secretary





Date  October 3, 2002                       /s/John M. Orehek
                                                (Signature)
                            By: John M. Orehek, Senior Vice President

Form 8-K - CURRENT REPORT

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM 8-K


CURRENT REPORT


Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report: February 8, 2002

Urban Improvement Fund Limited - 1974
(Exact name of registrant as specified in its charter)


California                        0-8071         95-6504946
(State or other jurisdiction   (Commission   (I.R.S. Employer
 of incorporation)             File Number)  Identification Number)


55 Beattie Place
Post Office Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)


Registrant's telephone number, including area code (864) 239-1000

N/A

(Former address, if changed since last report)





Item 4.  Changes in Registrant's Certifying Accountant


As of February 8, 2002, Smith & Radigan, Certified Public Accountants,
LLC, the independent accountant previously engaged as the principal
accountant to audit the financial statements of Urban Improvement Fund
Limited - 1974 (the "Registrant" or the "Partnership"), was
terminated.  As of the same date, the firm of Kenneth W. Bryant, CPA
was engaged to provide the service for the Registrant.

The audit reports of Smith & Radigan, Certified Public Accountants,
LLC on the financial statements of the Partnership as of and for the
years ended December 31, 2000 and 1999 did not contain any adverse
opinion or disclaimer of opinion, nor were they qualified or modified
as to uncertainty, audit scope or accounting principles.

Kenneth W. Bryant was a partner in Smith & Radigan, Certified Public
Accountants, LLC while they were the principal auditors of the
Registrant.  Kenneth W. Bryant has formed a new firm and has been
engaged as the principal auditor of the Registrant.

During the Partnership's two most recent fiscal years and any
subsequent interim period preceding the change, there were no
disagreements with the former accountants on any matter of accounting
principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreements, if not resolved to the
satisfaction of the former accountants, would have caused it to make
reference to the subject matter of the disagreements in connection
with its report.

The Registrant has provided a copy of this disclosure to the former
accountant, and the Registrant requested that the former accountant
furnish the Registrant with a letter addressed to the Securities and
Exchange Commission stating whether it agrees with the statements made
by the Registrant, and, if not, stating the respects in which it does
not agree.  A copy of the former accountant's response indicating
agreement is included as an exhibit to this report.

Item 7.    Financial Statements and Exhibits

          (c)    Exhibits

16.1	Letter dated February 8, 2002 from the former accountant
regarding its concurrence with the statements made by the
Registrant in this Current Report.


SIGNATURE



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







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




/s/Michael Fulbright
   (Signature)
By:  Michael Fulbright, Secretary




/s/John M. Orehek
   (Signature)
By:  John M. Orehek, Senior Vice President



Date:	February 8, 2002



Exhibit 16.1





February 8, 2002



Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Dear Sir/Madam:

We have read Item 4 included in the Form 8-K dated February 8, 2002
of Urban Improvement Fund Limited - 1974 filed with the Securities
and Exchange Commission and are in agreement with the statements
contained therein.


Very truly yours,




SMITH & RADIGAN, CERTIFIED PUBLIC ACCOUNTANTS, LLC
Atlanta, Georgia

/s/Timothy P. Radigan
   Timothy P. Radigan