[COMMENT1]	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 June 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

	June 30,	December 31,
	    2001   	    2000

Cash and cash equivalents	$    11,060	$    12,591
Investments in and advances to
  Local Limited Partnerships
  accounted for on the equity method	 10,082,443	 10,121,042

Total Assets	$10,093,503	$10,133,633


	LIABILITIES AND PARTNERS' CAPITAL


Accounts payable	$    21,080	$     5,500
Management fee payable	83,777	55,265
Distribution payable	      2,096	      2,096
					106,953	62,861

Partners' Capital:
  General Partner - 115 Partnership units
    authorized, issued and outstanding	99,865	100,708

  Limited Partners - 11,394 Partnership units
    authorized, issued and outstanding	  9,886,685	  9,970,064
 	 				  9,986,550	 10,070,772

Total Liabilities and Partners' Capital	$10,093,503	$10,133,633








Unaudited.  See accompanying notes.

	CAPITALIZATION AND PARTNERS' CAPITAL

	URBAN IMPROVEMENT FUND LIMITED - 1974
	(A Limited Partnership)



	June 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 earnings through
December 31, 2000	2,548,120	2,548,120

Income (loss) for six-month period
	ended June 30, 2001	    (84,222)	          0
	 (1,532,642)	 (1,448,420)

Partners' Capital at End of Period	$ 9,986,550	$10,070,772



















Unaudited.  See accompanying notes.

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



	For the Three-Month	For the Six-Month
	      Period Ended     	      Period Ended
	        June 30,       	        June 30,
	   2001   	   2000   	   2001   	   2000

Revenues								$      45	$      53 	$     485	$   17,097

Cost and expenses:

Professional fees		5,000	5,000 	10,050	10,000

Management fee				14,255	14,255 	28,510	28,510

Other expenses				11,851	16,713 	14,624	17,134

Amortization					     1,050	       833	     2,100	    1,666
	    32,156	    36,801	    55,284	   57,310

Income (Loss) before equity of
Local Limited Partnerships	(32,111)	(36,748)	(54,799)	(40,213)
Equity in net income of Local
Limited Partnerships	   (41,223)	    37,500	   (29,423)	 2,575,000

Net Income (loss)			$  (73,334)	$      752 	$  (84,222)	$2,534,787

Allocation of net income:

Net income (loss) allocated
	to General Partner	$      (73)	$       75	$      (84)	$   25,347

Net income (loss) allocated
	to Limited Partners	   (73,261)	       677	   (84,138)	 2,509,440

	$  (73,334)	$      752	$  (84,222)	$2,534,787

Net income (loss) allocated
	to Limited Partners per
Limited Partnerships
Unit (11,394 units out-
standing at June 30,
2001 and 2000)				$         (7)	$       0	$       (8)	$      220







Unaudited.  See accompanying notes.

	STATEMENTS OF CASH FLOWS

	URBAN IMPROVEMENT FUND LIMITED - 1974
	(A Limited Partnership)



	For the Three-Month	For the Six-Month
	      Period Ended     	      Period Ended
	        June 30,       	        June 30,
											   2001   	   2000   	   2001   	   2000
CASH FLOWS FROM OPERATING
  ACTIVITIES:
  Net income (loss)	$ (73,334)	$    752	$ (84,222)	$2,534,787
  Adjustments to reconcile
  net income to net cash
  used by operating
  activities:
  Amortization of initial
  and rent-up fees	1,050	833	2,100	1,666
  Equity in net income of
  local limited partner-
  ships				41,223	(37,500)	29,423	(2,575,000)
  (Increase) decrease in
    receivable from affil-
    iate, distribution and
    deposit			0	0	0	614,771
  Increase (decrease) in
    Trade accounts payable
    and accrued management
    fees					  30,335	  34,012	   44,091	    51,012
  Total adjustments	  72,608	  (2,655)	   75,614	 (1,907,551)
    Net cash used by
      operating activities	(726)	(1,903)	(8,608)	627,236

CASH FLOWS FROM INVESTING
  ACTIVITIES:
  Distribution received	7,077	0	7,077	0
  Contributions for investment	0	0	0	(2,347,154)

  Net advances repaid by
  limited partnerships	       0	  (2,500)	       0	    (2,500)

Net cash provided by investing
activities						   7,077	  (2,500)	   7,077	 (2,349,654)

NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS	6,351	(4,403)	(1,531)	(1,722,418)

CASH BALANCE AT BEGINNING OF
PERIOD								   4,709	   5,098	  12,591	 1,723,113

CASH BALANCE AT END OF PERIOD	$ 11,060	$    695	$ 11,060	$      695






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 Partner-
ships), 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 June 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 Partner-
ship, thus reducing the investment to zero.  Repayment of advances and
cash distributions by the Local Limited Partnerships, after the Partner-
ship 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.

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.

Fair Value of Financial Instruments and Use of Estimates
The Partnership estimates that the aggregate fair value of all
financial instruments at June 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.

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 six-month period ended June 30, 2001 and 2000, the minimum fee of
$14,255 has been accrued.  At June 30, 2001, management fees of $83,777
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 3 - Investments in Local Limited Partnerships - As of June 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:

 June 30, 2001 	December 31, 2000

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

Distributions	(3,076,177)	(3,076,177)

Equity in losses	3,858,060	3,894,559

Advances	169,605	169,605

Unamortized costs of acquisitions	    557,497	    559,597

	$10,082,443	$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
June 30, 2001 and 2000.

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

Income (loss)from non-zero
  investment:
		Notre Dame				$  (70,300)	$   37,500	$    2,500	$   75,000
		Capitol Hill				25,000	0	50,000	0
		Monatiquot					(3,000)	0	(89,000)	 2,500,000
Distributions from zero
  investments:
		51st and King				     7,077	         0	    7,077	         0

											$  (41,223)	$   37,500	$ (29,423)	$2,575,000

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	July 31, 2001	/s/Michael Fulbright
				(Signature)
				By:  Michael Fulbright, Secretary





Date	July 31, 2001	/s/John M. Orehek
				(Signature)
				By: John M. Orehek, Senior Vice President


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