<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

                QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended September 30, 2006             Commission File No. 0-15940

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND,
                         A MICHIGAN LIMITED PARTNERSHIP
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                                       <C>
           MICHIGAN                                              38-2593067
(State or other jurisdiction of                              (I.R.S. employer
 incorporation or organization)                           identification number)
</TABLE>

                  280 DAINES STREET, BIRMINGHAM, MICHIGAN 48009
               (Address of principal executive offices) (Zip Code)

                                 (248) 645-9220
              (Registrant's telephone number, including area code)

           Securities registered pursuant to Section 12(g) of the Act:
             $1,000 per unit, units of limited partnership interest

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 (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-Q or any amendment to this
Form 10-Q [ ]

Indicate by check mark whether the Registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check
one):

   Large Accelerated Filer [ ] Accelerated filer [ ] Non-accelerated filer [X]

Indicate by check mark whether the Registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act) Yes [ ] No [X]

<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND,
                         A MICHIGAN LIMITED PARTNERSHIP

                                      INDEX

<TABLE>
<CAPTION>
                                                                            Page
                                                                            ----
<S>                                                                         <C>
PART I FINANCIAL INFORMATION

        ITEM 1.  FINANCIAL STATEMENTS

                 Balance Sheets September 30, 2006 (Unaudited) and
                 December 31, 2005                                            3

                 Statements of Operations Nine months ended
                 September 30, 2006 and 2005 Three months ended
                 September 30, 2006 and 2005 (Unaudited)                      4

                 Statement of Partner's Equity (Deficit) Nine months
                 ended September 30, 2006 (Unaudited)                         4

                 Statements of Cash Flows Nine months ended
                 September 30, 2006 and 2005 (Unaudited)                      5

                 Notes to Financial Statements September 30, 2006
                 (Unaudited)                                                  6

        ITEM 1A. RISK FACTORS                                                 7

        ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS                          9

        ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
                 MARKET RISK                                                 12

        ITEM 4.  CONTROLS AND PROCEDURES                                     13

PART II OTHER INFORMATION

        ITEM 1.  LEGAL PROCEEDINGS                                           14

        ITEM 6.  EXHIBITS                                                    14
</TABLE>
<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND
                         A MICHIGAN LIMITED PARTNERSHIP

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                      SEPTEMBER 30, 2006   DECEMBER 31, 2005
                                      ------------------   -----------------
                                          (UNAUDITED)
<S>                                   <C>                  <C>
ASSETS
Properties:
   Land                                  $  5,280,000        $  5,280,000
   Buildings and Improvements              27,441,801          26,509,706
   Furniture and Fixtures                     254,619             241,169
                                         ------------        ------------
                                           32,976,420          32,030,875
   Less Accumulated Depreciation          (16,212,562)        (15,504,359)
                                         ------------        ------------
                                           16,763,858          16,526,516
Cash And Cash Equivalents                   1,077,229             554,668
Cash - Security Escrow                        305,158             305,158
Unamortized Finance Costs                   1,115,166             108,548
Manufactured Homes and Improvements            36,569             996,878
Other Assets                                1,444,821             602,787
                                         ------------        ------------
Total Assets                             $ 20,742,801        $ 19,094,555
                                         ------------        ------------
</TABLE>

<TABLE>
<CAPTION>
                                      SEPTEMBER 30, 2006   DECEMBER 31, 2005
                                      ------------------   -----------------
                                          (UNAUDITED)
<S>                                   <C>                  <C>
LIABILITIES AND PARTNERS' DEFICIT
Note Payable-Bank                        $    625,000        $  1,397,500
Accounts Payable                              222,585             695,415
Other Liabilities                           1,091,503             676,551
Note Payable-Affiliate                         82,152             920,714
Mortgage Payable                           34,468,750          30,762,766
                                         ------------        ------------
Total Liabilities                        $ 36,489,990        $ 34,452,946
Partners' Equity (Deficit) :
   General Partner                         (6,209,412)         (5,800,252)
   Class A Limited Partners               (11,129,832)        (10,920,514)
   Class B Limited Partners                 1,592,055           1,362,375
                                         ------------        ------------
Total Partners' Deficit                   (15,747,189)        (15,358,391)
                                         ------------        ------------
Total Liabilities And Partners'
   Deficit                               $ 20,742,801        $ 19,094,555
                                         ------------        ------------
</TABLE>

                        See Notes to Financial Statements


                                        3

<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND
                         A MICHIGAN LIMITED PARTNERSHIP

STATEMENTS OF OPERATIONS
(UNAUDITED)

<TABLE>
<CAPTION>
                                                                    NINE MONTHS ENDED              THREE  MONTHS ENDED
                                                              -----------------------------   -----------------------------
                                                              SEPTEMBER 30,   SEPTEMBER 30,   SEPTEMBER 30,   SEPTEMBER 30,
                                                                  2006            2005             2006            2005
                                                              -------------   -------------   -------------   -------------
<S>                                                           <C>             <C>             <C>             <C>
Revenue:
   Rental Revenue                                              $5,863,623      $5,699,489      $2,079,991      $1,868,609
   Home Sale Revenue                                              954,654       1,406,963               0         295,329
   Other Revenue                                                1,057,801         324,042         231,916         108,343
                                                               ----------      ----------      ----------      ----------
Total Income                                                   $7,876,078      $7,430,494      $2,311,907      $2,272,281
                                                               ----------      ----------      ----------      ----------
Operating Expenses:
   Administrative Expenses
   (Including  $334,677, $299,972, $115,607 and $98,273 in
      Property Management Fees Paid to An Affiliate for the
      Nine and Three Month Period Ended September 30, 2006
      and 2005, respectively)                                   1,726,173       1,461,875         643,566         476,051
   Property Taxes                                                 755,247         731,724         251,667         243,657
   Utilities                                                      459,086         404,513         146,744         126,481
   Property Operations                                            943,411         929,187         373,520         322,922
   Depreciation                                                   708,203         696,394         240,333         232,111
   Interest & Amortization                                      2,274,673       2,005,395         869,598         672,565
   Home Sale Expense                                              983,833       1,346,755             748         296,032
                                                               ----------      ----------      ----------      ----------
Total Operating Expenses                                       $7,850,626      $7,575,843      $2,526,176      $2,369,819
                                                               ----------      ----------      ----------      ----------
Net Income (Loss)                                              $   25,452       ($145,349)      ($214,269)       ($97,538)
                                                               ----------      ----------      ----------      ----------
Income (Loss) Per Limited Partnership Unit:
   Class A                                                        ($10.35)        ($13.68)        ($10.16)         ($5.87)
   Class B                                                     $    23.51      $    16.42      $     3.49      $     4.17
Distribution Per Limited Partnership Unit
   Class A                                                     $     0.00      $     9.00      $     0.00      $     3.00
   Class B                                                     $     0.00      $     9.00      $     0.00      $     3.00
Weighted Average Number Of Limited
   Partnership Units Outstanding
   Class A                                                         20,230          20,230          20,230          20,230
   Class B                                                          9,770           9,770           9,770           9,770
</TABLE>

STATEMENT OF PARTNERS' EQUITY (DEFICIT) (UNAUDITED)

<TABLE>
<CAPTION>
                                                                  TOTAL      GENERAL PARTNER   CLASS A LIMITED   CLASS B LIMITED
                                                              ------------   ---------------   ---------------   ---------------
<S>                                                           <C>            <C>               <C>               <C>
Balance as of January 1, 2006                                 ($15,358,391)    ($5,800,252)     ($10,920,514)      $1,362,375
Net Income (Loss)                                                   25,452           5,090          (209,318)         229,680
Distributions                                                     (414,250)       (414,250)                0                0
                                                              ------------     -----------      ------------       ----------
BALANCE AS OF SEPTEMBER 30, 2006                               (15,747,189)     (6,209,412)      (11,129,832)       1,592,055
                                                              ------------     -----------      ------------       ----------
</TABLE>

                        See Notes to Financial Statements


                                        4

<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND
                         A MICHIGAN LIMITED PARTNERSHIP

STATEMENTS OF CASH FLOWS
(UNAUDITED)

<TABLE>
<CAPTION>
                                                                     NINE MONTHS ENDED
                                                          --------------------------------------
                                                          SEPTEMBER 30,2006   SEPTEMBER 30, 2005
                                                          -----------------   ------------------
<S>                                                       <C>                 <C>
Cash Flows From Operating Activities:
   Net Income (Loss)                                         $    25,452           ($145,349)
                                                             -----------          ----------
Adjustments To Reconcile Net (Loss)
   To Net Cash Used In
   Operating Activities:
   Depreciation                                                  708,203             696,394
   Amortization                                                  147,831              64,500
   Decrease (Increase) in Homes and Improvements                 204,130            (389,938)
   Increase  In Other Assets                                  (1,996,483)           (648,905)
   (Decrease) Increase In Accounts Payable                      (472,830)             92,721
   Increase In Other Liabilities                                 414,952             319,563
                                                             -----------          ----------
Total Adjustments:                                              (994,197)            134,335
                                                             -----------          ----------
   Net Cash Used In Operating Activities                        (968,745)            (11,014)
                                                             -----------          ----------
Cash Flows Used In Investing  Activities:
      Capital Expenditures                                      (945,545)           (237,994)
                                                             -----------          ----------
Cash Flows From Financing Activities:
      (Payments) Net Borrowing on Line of Credit                (772,500)            620,000
      Distributions To Partners                                 (414,250)           (819,000)
      (Payments) Proceeds from Note Payable - Affiliate          (82,383)            692,701
      Proceeds (Payments) from Mortgage Payable                3,705,984            (315,749)
                                                             -----------          ----------
   Net Cash Provided by Financing Activities                   2,436,851             177,952
                                                             -----------          ----------
   Increase (Decrease) In Cash and Equivalents                   522,561             (71,055)
Cash and Cash Equivalents, Beginning                             554,668             200,760
                                                             -----------          ----------
Cash and Cash Equivalents, Ending                            $ 1,077,229          $  129,705
                                                             -----------          ----------
</TABLE>

                        See Notes to Financial Statements


                                        5
<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND,
                         A MICHIGAN LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                         September 30, 2006 (Unaudited)

1.   BASIS OF PRESENTATION:

The accompanying unaudited 2006 financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 10 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. The balance sheet at December 31, 2005 has been derived from the
audited financial statements at that date. Operating results for the three and
nine months ended September 30, 2006 are not necessarily indicative of the
results that may be expected for the year ending December 31, 2006, or for any
other interim period. For further information, refer to the consolidated
financial statements and footnotes thereto included in the Partnership's Form
10-K for the year ended December 31, 2005.

2.   RELATED PARTY TRANSACTION

On February 28, 2006, the Partnership sold its manufactured home inventory to an
affiliate of the General Partner for its fair market value of $875,197. The fair
market value was determined using The Manufactured Housing Appraisal Guide of
the National Automobile Dealers Association as well as comparables in each
market. Proceeds of the sale were used to pay off the $756,179 line of credit
with the buyer, Uniprop Homes, Inc., and the balance of $119,019 was received in
cash.

3.   MORTGAGE PAYABLE

On August 11, 2006, the Partnership refinanced its existing mortgage note
payable and executed a new mortgage payable in the amount of $34,468,750 secured
by the four properties of the Partnership. The mortgage note payable provides
for future advances of $3,031,250. The mortgage is payable in monthly
installments of interest only through August 2010. Interest on this note is
accrued at a variable rate of 2.25% in excess of one month LIBOR, which was
7.58% as of September 30, 2006.

In connection with the refinancing, the Company defeased the prior mortgage note
payable with a balance of $33,500,000 by purchasing Treasury securities
sufficient to make the monthly debt service payments and the balloon payment due
under the mortgage agreement. The Treasury securities were then substituted for
the four properties that originally served as collateral for the mortgage.


                                       -6-

<PAGE>

As part of the defeasance, the Treasury securities and mortgage debt was
transferred to a third party successor borrower that is responsible for all
remaining obligations under this debt. As such, the mortgage debt is not
reflected in the accompanying balance sheet as of September 30, 2006. In
connection with the defeasance, the Partnership incurred early extinguishment of
debt costs of approximately $416,492.

ITEM 1A. RISK FACTORS

                FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

The following risks and uncertainties could cause our business, financial
condition or results of operations to be materially adversely affected. In that
case, we might not be able to pay distributions on our Units, the net asset
values of the Units could decline, and a Unit holder might lose all or a portion
of its investment.

     1.   REAL ESTATE INVESTMENTS. The Partnership's investments are subject to
          the same risks generally incident to the ownership of real estate
          including: the uncertainty of cash flow to meet fixed or variable
          obligations, adverse changes in economic conditions, changes in the
          investment climate for real estate, adverse changes in local market
          conditions, changes in interest rates and the availability of mortgage
          funds or chattel financing, changes in real estate tax rates,
          governmental rules and regulations, acts of God and the inability to
          attract or retain residential tenants.

          Residential real estate, including manufactured housing communities,
          is subject to adverse housing pattern changes and uses, vandalism,
          rent controls, rising operating costs and adverse changes in local
          market conditions such as a decrease in demand for residential housing
          due to a decrease in employment. State governments also often regulate
          the relationship between manufactured housing community owners and
          residents.

     2.   THE GENERAL PARTNER AND ITS AFFILIATES HAVE CONFLICTS OF INTEREST.
          Although the General Partner has a fiduciary duty to manage the
          Partnership in a manner beneficial to the Unit holders, the directors
          and officers of the General Partner have a fiduciary duty to manage
          the General Partner in a manner beneficial to its owners. Furthermore,
          certain directors and officers of the General Partner are directors or
          officers of affiliates of the General Partner. Conflicts of interest
          may arise between the General Partner and its affiliates and the Unit
          holders. As a result of these conflicts, the General Partner may favor
          its own interests and the interests of its affiliates over the
          interests of the Unit holders.

     3.   RELIANCE ON GENERAL PARTNER'S DIRECTION AND MANAGEMENT OF THE
          PROPERTIES. The success of the Partnership will, to a large extent,
          depend on the quality of the management of the Properties by the
          General Partner and affiliates of the General Partner and their
          collective judgment with respect to the operation, financing and
          disposition of the Properties. To the extent that the General Partner
          and its affiliates are unable to hire and retain quality management
          talent, the Partnership's financial results and operations may be
          adversely affected.


                                       -7-

<PAGE>

     4.   FEDERAL INCOME TAX RISKS. Federal income tax considerations will
          affect materially the economic consequences of an investment in the
          Properties. The tax consequences of the Partnership's activities are
          complex and subject to many uncertainties. Changes in the federal
          income tax laws or regulations may adversely affect the Partnership's
          financial results and its ability to make distributions to the Unit
          holders. Additionally, the tax benefits enjoyed by the Unit holders
          may be reduced or eliminated.

     5.   LIMITED LIQUIDITY OF THE UNITS. The transfer of Units is subject to
          certain limitations. The public market for such Units is limited. Unit
          Holders may not be able to liquidate their investment promptly or at
          favorable prices, if at all.

     6.   COMPETITION. The business of owning and operating residential
          manufactured housing communities is highly competitive. The
          Partnership competes with a number of established communities having
          greater financial resources. Moreover, there has been a trend for
          manufactured housing community residents to purchase home sites either
          collectively or individually. Finally, the popularity and
          affordability of site built homes has also increased in recent years
          while the availability of chattel financing has decreased. These
          trends have resulted in increased competition for tenants to occupy
          the Partnership properties.

     7.   MANAGEMENT AND CONTROL OF PARTNERSHIP AFFAIRS. The General Partner is
          vested with full authority as to the general management and
          supervision of the business affairs of the Partnership. The Unit
          Holders do not have the right to participate in the management of the
          Partnership or its operations. However, the vote of Unit Holders
          holding more than 50% of the outstanding interests is required to: (a)
          amend the Partnership Agreement; (b) approve or disprove the sale in
          one, or a series of, transactions of all or substantially all of the
          assets of the Partnership; (c) dissolve the Partnership; (d) remove
          the General Partner; or (e) approve certain actions by the General
          Partner that the Consultant recommends against.

     8.   UNINSURED LOSSES. The Partnership carries comprehensive insurance,
          including liability, fire and extended coverage, and rent loss
          insurance which is customarily obtained for real estate projects.
          There are certain types of losses, however, that may be uninsurable or
          not economically insurable such as certain damage caused by a
          hurricane. If such losses were to be incurred, the financial position
          and operations of the Partnership as well as the Partnership's ability
          to make distributions would be adversely affected.


                                       -8-

<PAGE>

     9.   ENVIRONMENTAL MATTERS. Because the Partnership deals with real estate,
          it is subject to various federal, state and local environmental laws,
          rules and regulations. Changes in such laws, rules and regulations may
          cause the Partnership to incur increased costs of compliance which may
          have a material adverse effect on the operations of the Partnership
          and its ability to make distributions to Unit holders.

     10.  NO GUARANTEE OF DISTRIBUTIONS. The General Partner may withhold cash
          for extended periods of time if such cash is necessary to build cash
          reserves or for the conduct of the Partnership's business. A Unit
          holder will be required to pay federal income taxes, and, in some
          cases, state and local income taxes on the Unit holder's share of the
          Partnership's taxable income, whether or not cash distributions are
          made by the Partnership. A Unit holder may not receive cash
          distributions from the Partnership equal to the holder's share of
          taxable income or even equal to the tax liability that result from the
          Unit holder's share of the Partnership's taxable income.

     11.  THE PARTNERSHIP MAY NOT BE ABLE TO GENERATE SUFFICIENT WORKING CAPITAL
          TO FUND ITS OPERATIONS. There can be no assurance that the Partnership
          will generate sufficient working capital from operations to operate
          the business or to fund distributions. Further, there can be no
          assurance that the Partnership will be able to borrow additional funds
          on terms favorable to the Partnership, if at all, to meet
          unanticipated working capital needs or to make distributions to the
          Unit holders.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
     OF OPERATIONS

Capital Resources

The Partnership's capital resources consist primarily of its four manufactured
housing communities. On March 25, 1997 the Partnership borrowed $33,500,000 from
Nomura Asset Capital Corporation (the "Financing"). It secured the Financing by
placing liens on its four communities. As a result of the Financing, the
Partnership distributed $30,000,000 to the Limited Partners, which represented a
full return of the original capital contributions of $1,000 per unit. As part of
the refinancing which occurred on August 11, 2006, this note has been defeased,
which required the Partnership to establish an irrevocable defeasance trust
through a successor borrower, by placing risk free treasury bills into the trust
to fund this mortgage through the repayment date of January 11, 2007.

The defeasance was subsequently assigned to a successor borrower and the
Partnership has no additional obligation. As a result, the Partnership wrote off
financing costs of approximately $65,548 associated with the original loan.


                                       -9-

<PAGE>

On February 28, 2006, the Partnership sold its manufactured home inventory to an
affiliate of the General Partner for its fair market value of $875,197. The fair
market value was determined using The Manufactured Housing Appraisal Guide of
the National Automobile Dealers Association as well as comparables in each
market. The consideration for the sale was used to reduce the $756,179 line of
credit with the buyer, Uniprop Homes, Inc., and the balance of $119,019 was
received in cash.

On August 11, 2006, the Partnership borrowed $34,468,750 from Marathon
Structured Finance Fund, L.P. The note provides for future advance of
$3,031,250. The borrowing is secured by the four Properties. The note is payable
in monthly installments of interest only through August 2010. Interest on this
note is accrued at a variable rate of 2.25% in excess of One month LIBOR, which
was 7.58% as of September 30, 2006.

In connection with the new mortgage debt, the Fund has entered into an interest
rate cap with Fifth Third Bank to reduce a portion of the risk relating to the
variable interest rate. The notional amount of the interest rate cap is
$34,000,000. The strike rate is 7% based on the One month LIBOR index. The
interest rate cap expires on September 1, 2008. The cost of the interest rate
cap was $10,400.

The Partnership incurred $1,154,449 in financing costs as a result of the
refinancing which will be amortized over the remaining life of the Loan of
approximately 4 years.

In addition; $810,000 was paid to certain partners of the General Partner to
reduce the Contingent Purchase Price of $1,970,000 to $1,160,000.

Liquidity

The Partnership's long-term liquidity is based, in part, upon its investment
strategy. The properties owned by the Partnership were anticipated to be held
for seven to ten years after their acquisition. All of the properties have been
owned by the Partnership more than ten years. The General Partner may elect to
have the Partnership own the properties for as long as, in the opinion of the
General Partner, it is in the best interest of the Partnership to do so. As of
September 30, 2006, the Partnership's cash balance amounted to $1,077,229. The
level of cash balance maintained is at the discretion of the General Partner.

The Partnership holds a line of credit with National City Bank of
Michigan/Illinois for $1,000,000. Interest on this note is accrued at a variable
rate of 1.80% in excess of One month LIBOR. This note was paid in full on August
11, 2006, as a result of the refinance, described previously.


                                      -10-
<PAGE>

The Partnership has an unsecured term note with National City Bank of the
Midwest for $750,000, requiring monthly payments of $12,500 plus interest at
LIBOR plus 1.80% which was 7.13% at September 30, 2006 and is due on October 19,
2010. The outstanding balance under this agreement was $625,000 at September 30,
2006.

The quarterly Partnership Management Distribution due to the General Partner
during the third quarter was $157,125, or one-fourth of 1.0% of the most recent
appraised value of the properties held by the Partnership ($62,850,000 x 1/4 %=
$157,125).

The General Partner has continued to suspend payment of the Incentive Management
Distribution during this quarter.

Results of Operations

OVERALL, as illustrated in the tables below, the four properties had a combined
average occupancy of 66% at the end of September 2006, versus 72% a year ago.
The average monthly rent in September 2006 was approximately $499; compared to
the $489 average monthly rent in September 2005 (average rent not a weighted
average).

<TABLE>
<CAPTION>
                             Total    Occupied   Occupancy   Average*
                           Capacity     Sites       Rate       Rent
                           --------   --------   ---------   --------
<S>                        <C>        <C>        <C>         <C>
Aztec Estates                  645        463       72%        $543
Kings Manor                    314        266       85          550
Old Dutch Farms                293        126       43          450
Park of the Four Seasons       572        366       64          454
                             -----      -----      ---         ----
Total on 9/30/06:            1,824      1,221       66%        $499
Total on 9/30/05:            1,824      1,308       72%        $489
</TABLE>

*    Not a weighted average

<TABLE>
<CAPTION>
                                GROSS REVENUE           NET INCOME (LOSS)           GROSS REVENUE            NET INCOME (LOSS)
                              THREE MONTHS ENDED        THREE MONTHS ENDED        NINE MONTHS ENDED          NINE MONTHS ENDED
                           -----------------------   -----------------------   -----------------------   -------------------------
                            09/30/06     09/30/05     09/30/06     09/30/05     09/30/06     09/30/05      09/30/06      09/30/05
                           ----------   ----------   ----------   ----------   ----------   ----------   -----------   -----------
<S>                        <C>          <C>          <C>          <C>          <C>          <C>          <C>           <C>
AZTEC ESTATES              $1,214,170   $  903,488   $  736,660   $  368,446   $3,725,648   $2,866,753   $ 1,974,334   $ 1,140,122
KINGS MANOR                   426,063      543,531      255,069      306,287    1,782,191    1,964,870     1,021,686       939,722
OLD DUTCH FARMS               179,060      233,833       38,919       71,200      769,950      777,385       145,989       250,496
PARK OF THE FOUR SEASONS      479,046      585,678      235,206      292,047    1,573,264    1,809,553       737,184       927,537
                           ----------   ----------   ----------   ----------   ----------   ----------   -----------   -----------
                            2,298,339    2,266,530    1,265,854    1,037,980    7,851,053    7,418,561     3,879,193     3,257,877

PARTNERSHIP MANAGEMENT         13,568        5,751     (154,929)     (52,766)      25,025       11,933      (398,920)     (220,857)
OTHER EXPENSES                                         (215,263)    (178,076)                               (471,945)     (480,580)
INTEREST EXPENSE                                       (869,598)    (672,565)                             (2,274,673)   (2,005,395)
DEPRECIATION                                           (240,333)    (232,111)                               (708,203)     (696,394)
TOTAL:                     $2,311,907   $2,272,281    ($214,269)    ($97,538)  $7,876,078   $7,430,494   $    25,452     ($145,349)
</TABLE>


                                      -11-

<PAGE>

COMPARISON OF THREE MONTHS ENDED SEPTEMBER 30, 2006 TO THREE MONTHS ENDED
SEPTEMBER 30, 2005

Gross revenues increased $39,626 to $2,311,907 in 2006, as compared to
$2,272,281 in 2005. The increase was the result of higher revenue at Aztec
Estates, due to the FEMA homes. This increase was offset by lower revenue at the
remaining Fund I properties, as a result of decreased occupancy and elimination
of home sale activities.

As described in the Statements of Operations, total operating expenses were
$156,357 higher, moving from $2,369,819 in 2005 to $2,526,176. The increase was
mainly due to increased administrative and interest expenses and was offset by
the elimination of the home sales activities.

As a result of the aforementioned factors, the Partnership had a net loss of
$214,269 for the third quarter of 2006 compared to a net loss of $97,538 for the
same quarter of the prior year.

COMPARISON OF NINE MONTHS ENDED SEPTEMBER 30, 2006 TO NINE MONTHS ENDED
SEPTEMBER 30, 2005

Gross revenues increased $445,584 to $7,876,078 in 2006, as compared to
$7,430,494 in 2005. The increase was mainly due to rent and other income from
FEMA at Aztec Estates.

As described in the Statements of Operations, total operating expenses were
$274,783 higher, moving from $7,575,843 in 2005 to $7,850,626 in 2006. The
increase was mainly due to higher wages to manage the increased occupancy
relating to FEMA at Aztec Estates, and clean up of hurricane Wilma at both Aztec
Estates and Kings Manor.

As a result of the aforementioned factors, the Partnership had net income of
$25,452 for the first nine months of 2006 compared to a net loss of $145,349 for
the same period of the prior year.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Partnership is exposed to interest rate rise primarily through its borrowing
activities. There is inherent risk in the new variable rate mortgage debt. The
extent of this risk is not quantifiable or predictable because of the
variability of future interest rates and the Partnership's future financing
requirements.

In connection with the new mortgage debt, the Fund has entered into an interest
rate cap with Fifth Third Bank to reduce a portion of the risk relating to the
variable interest rate. The notional amount of the interest rate cap is
$34,000,000. The strike rate is 7% based on the One month LIBOR index. The
interest rate cap expires on September 1, 2008. The cost of the interest rate
cap was $10,400.


                                      -12-

<PAGE>

     Note Payable: The Partnership has a note payable in the amount of
$37,500,000. Interest is accrued at a variable rate of 2.25% in excess of One
Month LIBOR. The outstanding balance of this note at September 30, 2006, was
$34,468,750, and provides for future advance of $3,031,250.

     Line-of-Credit: The Partnership holds a line-of-credit with National City
Bank for $1,000,000. Interest is accrued at a variable rate of 1.80% in excess
of One Month LIBOR. This note was paid in full on August 11, 2006, as a result
of the refinance.

     Term-Note: The Partnership has obtained an unsecured term note with
National City Bank of the Midwest for $750,000, requiring monthly payments of
$12,500 plus interest at LIBOR plus 1.80% which was 7.13% at September 30, 2006
and is due on October 19, 2010. The outstanding balance under this agreement was
$625,000 at September 30, 2006.

     Note Payable - Affiliate: The Partnership has an unsecured note with an
affiliated entity that expires in January 2011 used for financing the purchase
of managers' homes. Interest on the outstanding balance is charged at a fixed
rate of 12%. The outstanding balance under this agreement was $82,152 as of
September 30, 2006.

A 10% adverse change in interest rates of the portion of the Partnership's debt
bearing interest at variable rates would result in an increase in interest
expense of more than $10,000 annually.

The Partnership does not enter into financial instruments transactions for
trading or other speculative purposes or to manage its interest rate exposure,
except for the interest rate cap previously described.

ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, the Partnership carried out
an evaluation, under the supervision and with the participation of the Principal
Executive Officer and the Principal Financial Officer, of the effectiveness of
the design and operation of our disclosure controls and procedures pursuant to
Exchange Act Rule 13a-15. Based upon, and as of the date of, this evaluation,
the Principal Executive Officer and the Principal Financial Officer concluded
that our disclosure controls and procedures are effective to ensure that
information required to be disclosed in the quarterly report is recorded,
processed, summarized and reported as and when required.


                                      -13-
<PAGE>

There was no change in the Partnership's internal controls over financial
reporting that occurred during the most recent completed quarter that has
materially affected, or is reasonably likely to materially affect, the
Partnership's internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDING

See Note 3 of the Notes to Unaudited Financial Statements for information
concerning legal proceedings.

ITEM 6. EXHIBITS

<TABLE>
<S>            <C>
EXHIBIT 31.1   Principal Executive Officer Certification pursuant to Rule
               13a-14(a)/15d- 14(a) of The Securities and Exchange Act of 1934,
               as amended

EXHIBIT 31.2   Principal Financial Officer Certification pursuant to Rule
               13a-14(a)/15d- 14(a) of The Securities and Exchange Act of 1934,
               as amended

EXHIBIT 32.1   Certifications pursuant to 18 U.S C. Section 1350, as adopted
               pursuant to Section 906 of the Sarbanes -Oxley Act of 2002.
</TABLE>


                                      -14-

<PAGE>

                                   SIGNATURES

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

                                        Uniprop Manufactured Housing
                                        Communities Income Fund,
                                        A Michigan Limited Partnership

                                        BY: P.I. Associates Limited Partnership,
                                            A Michigan Limited Partnership,
                                            its General Partner


                                        BY: /s/ Paul M. Zlotoff
                                            ------------------------------------
                                            Paul M. Zlotoff, General Partner


                                        BY: /s/ Joel Schwartz
                                            ------------------------------------
                                            Joel Schwartz, Principal Financial
                                            Officer

Dated: November 14, 2006

<PAGE>

                                  EXHIBIT INDEX

ITEM 6. EXHIBITS

<TABLE>
<S>            <C>
EXHIBIT 31.1   Principal Executive Officer Certification pursuant to Rule
               13a-14(a)/15d- 14(a) of The Securities and Exchange Act of 1934,
               as amended

EXHIBIT 31.2   Principal Financial Officer Certification pursuant to Rule
               13a-14(a)/15d- 14(a) of The Securities and Exchange Act of 1934,
               as amended

EXHIBIT 32.1   Certifications pursuant to 18 U.S C. Section 1350, as adopted
               pursuant to Section 906 of the Sarbanes -Oxley Act of 2002.
</TABLE>