UNITED STATES

         SECURITIES AND EXCHANGE COMMISSION

              Washington, D.C. 20549

                    FORM 10QSB

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

         For the quarterly period ended March 31, 2003

                          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 0-7771

       URBAN IMPROVEMENT FUND LIMITED - 1973-II
(Exact name of small business issuer (Issuer) as specified
in its charter)

          California                      95-6448384
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 - 1973-II
(A Limited Partnership)


                               ASSETS

                                 March 31,   December 31,
                                   2003          2002

Cash                           $   85,285    $   89,419

Investments in and advances
to Local Limited Partnerships
accounted for on the equity
method                          3,359,878     3,356,105

Total Assets                   $3,445,163    $3,445,524

                  LIABILITIES AND PARTNERS' (DEFICIT)

Accounts payable               $    2,000    $        0

Management fee payable          1,009,042       991,542
                                1,011,042       991,542

Partners' (Deficit):
General Partner - 100
Partnership units
authorized, issued
and outstanding                  (354,793)     (353,800)

Limited Partners -
11,405 partnership
units authorized,
issued and
outstanding                     2,788,914     2,807,782
                                2,434,121     2,453,982

Total Liabilities and
Partners' (Deficit)            $3,445,163    $3,445,524




Unaudited.  See accompanying notes to financial statements.


        CAPITALIZATION AND PARTNERS' (DEFICIT)

      URBAN IMPROVEMENT FUND LIMITED - 1973-II
               (A Limited Partnership)





                                 March 31,    December 31,
                                   2003           2002
General Partner
Interest - 100
Partnership units
Issued and outstanding        $     95,000    $     95,000

Limited Partners'
Interest - 11,405
Partnership units
issued and
outstanding                     11,430,000      11,430,000

Total                           11,525,000      11,525,000

Offering Expenses               (1,237,673)     (1,237,673)

Distributions to partners          (76,502)        (76,502)

Accumulated loss through
December 31, 2002               (7,756,843)     (7,756,843)

Income for three-month
period ended
March 31, 2003                     (19,861)              0
                                (7,776,704)     (7,756,843)

Partners' (Deficit) at
end of Period                 $  2,434,121    $  2,453,982




Unaudited.  See accompanying notes to financial statements.


                   STATEMENTS OF INCOME

         URBAN IMPROVEMENT FUND LIMITED - 1973-II
                    (A Limited Partnership)


                                   For the Three-Month
                                       Period Ended
                                         March 31,
                                     2003         2002

Revenues                           $     167     $      25

Cost and expenses:

 Professional fees                     5,500         5,000

 Management fee                       17,500        17,500

 Amortization expense                  4,216         5,736

 Other                                   801         1,253
                                      28,017        29,489

Loss before equity in loss
of Local Limited Partnerships        (27,850)      (29,464)

Equity in loss of Local
Limited Partnerships                   7,989        51,150

Net income (loss)                  $ (19,861)    $  21,686

Allocation of net loss:

Net loss allocated to
General Partner                    $    (993)    $   1,084

Net loss allocated to
Limited Partners                     (18,868)       20,602

                                   $ (19,861)    $  21,686

Net loss allocated to
Limited Partners per
Limited Partnership Unit
(11,405 units outstanding
at March 31, 2003 and 2002)        $      (2)    $       2



Unaudited.  See accompanying notes to financial statements.


                 STATEMENTS OF CASH FLOWS

         URBAN IMPROVEMENT FUND LIMITED -1973-II
                 (A Limited Partnership)



                                     For the Three-Month
                                        Period Ended
                                           March 31,
                                      2003           2002

CASH FLOWS FROM
OPERATING ACTIVITIES:
Net income (loss)                 $ (19,861)     $  21,686
Adjustments to reconcile
net income (loss) to net
cash used by operating
activities:
Amortization                          4,216          5,736
Equity in net (income)
loss of local limited
partnerships                         (7,989)       (51,150)
Decrease in due from
affiliates and distributions
receivable                                0          6,990
Increase (decrease) in
accounts payable and
accrued management fees              19,500         17,500
 Total adjustments                   15,727        (20,924)
 Net cash provided by
 operating activities                (4,134)           762

NET INCREASE (DECREASE)
IN CASH AND CASH EQUIVALENTS         (4,134)           762

CASH BALANCE AT BEGINNING
OF PERIOD                            89,419          7,727

CASH BALANCE AT END OF PERIOD     $  85,285      $   8,489



Unaudited.  See accompanying notes to financial statements.


         NOTES TO SUMMARIZE FINANCIAL INFORMATION
                    March 31, 2003

        URBAN IMPROVEMENT FUND LIMITED - 1973-II
                  (A Limited Partnership)

Note 1 - Organization - Urban Improvement Fund Limited -
1973-II (the Partnership) was formed under the California
Uniform Limited Partnership Act on July 1, 1973, for the
principal purpose of investing in other limited
partnerships (Local Limited Partnerships), which own
federal and state-assisted housing projects.  The
Partnership issued 11,410 units of limited partnership
interest pursuant to a public offering of such units which
terminated on December 31, 1973.  Since the offering, five
units were abandoned leaving a total of 11,405 units.  The
Partnership also issued 100 units of general partnership
interest to Interfinancial Real Estate Management Company
(the General Partner).

The Urban Improvement Fund Limited - 1973-II prospectus,
dated October 24, 1973, specified that the General Partner
has five percent interest in profits, losses and special
allocations, and the limited partners will share the
remaining ninety-five percent interest in profits, losses
and special allocations in proportion to their respective
units of limited partnership interests.

Basis of Presentation

The accompanying unaudited interim financial statements
reflect all adjustments which are, in the opinion of
management, necessary for a fair presentation of the
financial condition and results of operations for the
interim periods presented.  All such adjustments are of a
normal and recurring nature.  Operating results for the
three-month period ended March 31, 2003 are not necessarily
indicative of the results that may be expected for the
fiscal year ending December 31, 2003.

While the General Partner believes that the disclosures
presented are adequate to make the information not
misleading, it is suggested that these financial statements
be read in conjunction with the financial statements and
notes included in the Partnership's Annual Report filed on
Form 10-KSB for the fiscal year ended December 31, 2002.

Recent Accounting Pronouncements

In January 2003, the FASB issued FASB Interpretation No. 46
("FIN46"), Consolidation of Variable Interest Entities, an
Interpretation of ARB No. 51.  FIN 46 requires certain
variable interest entities to be consolidated by the
primary beneficiary of the entity if the equity investors
in the entity do not have the characteristics of a
controlling financial interest or do not have sufficient
equity at risk for the entity to finance its activities
without additional subordinated financial support from
other parties.  FIN 46 is effective for all new variable
interest entities created or acquired after January 31,
2003.  For variable interest entities created or acquired
prior to February 1, 2003, the provisions of FIN 46 must be
applied for the first interim or annual period beginning
after June 15, 2003.  The Partnership is currently
evaluating the effect, if any, that the adoption of FIN 46
will have on its results of operations and financial
condition.

Note 2 - Method of Accounting - As of March 31, 2003, the
Partnership has investments in eight 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
Partners of the Local Limited Partnerships, deducted when
paid for income tax reporting purposes, are capitalized as
costs of acquisition of the Local Limited Partnerships and
is included in the investment in local limited partnership
balance 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 Partnerships' properties.
Amortization is discontinued when the investment is reduced
to zero.

Taxes on Income

No provision for taxes on income has been recorded, 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, 2003 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.

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.

Note 3 - Management of Urban Improvement Fund Limited -
1973-II - 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 $130,376 at March 31,
2003.  (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 $70,000.)  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
three-month period ended March 31, 2003 and 2002, the
minimum fee of $17,500 has been accrued.  At March 31,
2003, management fees of $1,009,042 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.  No
liquidation fees were paid to the General Partner during
2003 or 2002.

The General Partner of the Partnership is a corporation
owned one-hundred percent by Paul H. Pfleger.  Partnership
Services, Inc. (PSI), another corporation in which Paul H.
Pfleger owns one-hundred percent, 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 2003 and 2002.  In addition, PSI has become the
General Partner in  two of the Local Limited Partnerships
in which the Partnership has investments:  Community
Circle, Limited and 808 Investments Limited Partnerships.
During 1997, PSI was removed as General Partner of 808
Investments Limited Partnership and converted to a Limited
Partner.  The new General Partner is a corporation in which
Paul H. Pfleger owns a majority interest.

Note 4 - Investments in Local Limited Partnerships - As of
March 31, 2003, the Partnership has investments in eight
active real estate Limited Partnerships (Local Limited
Partnership), which are accounted for on the equity method.
The investment account represents the sum of the capital
investments and unamortized costs of acquisitions less the
Partnership's share in losses since the date of
acquisition.  The Partnership discontinues recognizing
losses 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
Partnerships.

The investments in Local Limited Partnerships are comprised
of:

                        March 31, 2003    December 31, 2002

Capital contributions     $ 6,831,192         $ 6,831,192

Distributions              (2,298,960)         (2,298,960)

Equity in losses           (1,924,455)         (1,932,444)

Unamortized costs of
 Acquisitions                 752,101             756,317

                          $ 3,359,878         $ 3,356,105

Item 2 - Management's Discussion and Analysis or Plan of
Operations

The matters discussed in this report contain certain
forward-looking statements, including, without limitation,
statements regarding future financial performance and the
effect of government regulations.  The discussions of the
Registrant's business and results of operations, including
forward-looking statements pertaining to such matters, do
not take into account the effects of any changes to the
Registrant's business and results of operations.  Actual
results may differ materially from those described in the
forward-looking statements and will be affected by a
variety of risks and factors including, without limitation:
national and local economic conditions; the terms of
governmental regulations that affect the Registrant and
interpretations of those regulations; the competitive
environment in which the Registrant operates; financing
risks, including the risk that cash flows from operations
and interest; real estate risks, including variation of
real estate values and the general economic climate in
local markets and competition for tenants in such markets;
and possible environmental liabilities.  Readers should
carefully review the Registrant's financial statements and
the notes thereto, as well as the risk factors described in
the documents the Registrant files from time-to-time with
the Securities and Exchange Commission.

This item should be read in conjunction with the financial
statements and other items contained elsewhere in this
report.

Liquidity

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 $130,376 (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 $70,000).
The Partnership recorded management fee expense of $17,500
for the three months ended March 31, 2003 and 2002.

The components of the Partnership's equity in net loss of
the Local Limited Partnerships for March 31, 2003 and 2002
is summarized as follows:

                                     For the Three-Month
                                        Period Ended
                                          March 31,
                                      2003         2002
Income (loss) from investments
 with non-zero investment:
  808 Investments L.P.              $ 12,394    $  2,150
  Community Circle                    (4,405)     49,000

                                    $  7,989    $ 51,150

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.  808
Investment Limited Partnership has no restriction on
distributions and the General Partner is an affiliate of
the General Partner of the Issuer.  The majority of cash
distributions have been from 808 Investment Limited
Partnership during the past few years.

During 2002, cash distributions from Local Limited
Partnerships totaled $513,999.  As of March 31, 2003, cash
distributions from Local Limited Partnerships totaled zero.
These funds were utilized to fund operations and repay
General Partner Advances.  The General Partner anticipates
it will receive adequate distributions from the Local
Limited Partnerships to maintain operations.

At March 31, 2003, the Partnership had management fees
payable to the General Partner of $1,009,042.  The
Partnership has used excess cash to repay these obligations
in the past and the General Partner expects to continue
making payments as cash is available.

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.

Item 3 - Controls and Procedures

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

PART II - OTHER INFORMATION


Items 1 through 5 not applicable
Item 6 Exhibits and Reports on Form 8-K

a) Exhibits

99   Certification pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.

b) Reports on Form 8-K
The registrant has not filed a report on Form 8-K during
the quarter ending March 31, 2003.



                       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 - 1973-II
                                 (Issuer)
               By:  Interfinancial Real Estate Management
                           Company, General Partner





/s/Paul H. Pfleger
Paul H. Pfleger
Chairman of the Board
Interfinancial Real Estate Company,
equivalent of the
Chief Executive Officer of the Partnership
Date:  August 26, 2003




/s/John M. Orehek
John M. Orehek
Senior Vice President
Interfinancial Real Estate Company,
equivalent of the
Chief Financial Officer of the Partnership
Date:  August 26, 2003


                          Certification


               I Paul H. Pfleger, certify that:

1) I have reviewed this quarterly report on Form 10-QSB of
Urban Improvement Fund Limited - 1973-II;

2) Based on my knowledge, this annual report does not
contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements
made, in the light of the circumstances under which such
statements were made, not misleading with respect to the
period covered by this quarterly report;

3) Based on my knowledge, the financial statements, and
other financial information included in this annual report,
fairly present in all material respects the financial
condition, results of operations and cash flow of the
registrant as of, and for, the periods presented in this
quarterly report;

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

a. Designed such disclosure controls and procedures to
ensure that material information relating to the
registrant, including its consolidated subsidiaries, is
made known to us by others within those entities,
particularly during the period in which this quarterly
report is being prepared;

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

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

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

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

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

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

/s/Paul H. Pfleger
Paul H. Pfleger
Chairman of the Board
Interfinancial Real Estate Company,
equivalent of the
Chief Executive Officer of the Partnership
Date:  August 26, 2003


                        Certification


               I John M. Orehek, certify that:

1) I have reviewed this quarterly report on Form 10-QSB of
Urban Improvement Fund Limited - 1973-II;

2) Based on my knowledge, this annual report does not
contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements
made, in the light of the circumstances under which such
statements were made, not misleading with respect to the
period covered by this quarterly report;

3) Based on my knowledge, the financial statements, and
other financial information included in this annual report,
fairly present in all material respects the financial
condition, results of operations and cash flow of the
registrant as of, and for, the periods presented in this
quarterly report;

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

a. Designed such disclosure controls and procedures to
ensure that material information relating to the
registrant, including its consolidated subsidiaries, is
made known to us by others within those entities,
particularly during the period in which this quarterly
report is being prepared;

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

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

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

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

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

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

/s/John M. Orehek
John M. Orehek
Senior Vice President
Interfinancial Real Estate Company,
equivalent of the
Chief Financial Officer of the Partnership
Date:  August 26, 2003


                Certification of CEO and CFO
             Pursuant to 18 U.S.C. Section 1350,
              as Adopted Pursuant to Section 906
              of the Sarbanes-Oxley Act of 2002



In connection with the Quarterly Report on Form 10-QSB of
Urban Improvement Fund - 1973-II (the "Partnership"), for
the quarterly period ended March 31, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the
"Report"), Paul H. Pfleger, as the equivalent of the Chief
Executive Officer of the Partnership, and John M. Orehek as
the equivalent of the Chief Financial Officer of the
Partnership, each hereby certifies, pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that, to the best of his
knowledge:

1) The Report fully complies with the requirements of
Section 13(a) or 15(d) of the Securities and Exchange Act
of 1934; and

2) The information contained in the Report fairly presents,
in all material respects, the financial condition and
results of operations of the Partnership.











/s/Paul H. Pfleger
Name:  Paul H. Pfleger




/s/John M. Orehek
Name:  John M. Orehek


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