<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 June 30, 2005             Commission File No. 0-15940

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

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


                  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 an accelerated filer (as
defined in Exchange Act Rule 12b-2).

                                 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
           June 30, 2005 (Unaudited) and December 31, 2004                    3

           Statements of Operations
           Six months ended June 30, 2005 and 2004
           Three months ended June 30, 2005
           and 2004 (Unaudited)                                               4

           Statement of Partner's Equity (Deficit)
           Six months ended June 30, 2005 (Unaudited)                         4

           Statements of Cash Flows
           Six months ended June 30, 2005 and 2004 (Unaudited)                5

           Notes to Financial Statements
           June 30, 2005 (Unaudited)                                          6


ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
           AND RESULTS OF OPERATIONS                                          7

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK        10

ITEM 4.    CONTROLS AND PROCEDURES                                           11

PART II    OTHER INFORMATION
ITEM I.    LEGAL PROCEEDINGS                                                 11

ITEM 6.    EXHIBITS                                                          11
</TABLE>

<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND
                         A MICHIGAN LIMITED PARTNERSHIP

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                     JUNE 30, 2005      DECEMBER 31, 2004
                                     -------------      -----------------
                                      (Unaudited)
<S>                                  <C>                <C>
ASSETS

Properties:
  Land                               $   5,280,000      $       5,280,000
  Buildings And Improvements            26,070,319             25,898,323
  Furniture And Fixtures                   237,785                229,879
                                     -------------      -----------------
                                        31,588,104             31,408,202

  Less Accumulated Depreciation        (15,198,475)           (14,734,193)
                                     -------------      -----------------
                                        16,389,629             16,674,009

Cash And Cash Equivalents                  137,050                200,760
Cash - Security Escrow                     305,158                305,158
Unamortized Finance Costs                  151,548                194,548
Manufactured Homes and Improvements      1,094,045              1,204,893
Other Assets                             1,178,548                751,371
                                     -------------      -----------------

Total Assets                         $  19,255,978      $      19,330,739
                                     -------------      -----------------
</TABLE>

<TABLE>
<CAPTION>
                                     JUNE 30, 2005      DECEMBER 31, 2004
                                     -------------      -----------------
                                      (UNAUDITED)
<S>                                  <C>                <C>
LIABILITIES AND PARTNERS' DEFICIT

Line of Credit                       $     405,000      $          40,000
Accounts Payable                           189,578                176,661
Other Liabilities                        1,048,847                708,052
Note Payable -Affiliate                    577,504                565,190
Note Payable                            30,977,543             31,190,519
                                     -------------      -----------------


Total Liabilities                       33,198,472             32,680,422

Partners' Equity (Deficit) :
  General Partner                       (5,258,672)            (4,884,110)
  Class A Limited Partners             (10,186,479)            (9,907,130)
  Class B Limited Partners               1,502,657              1,441,557
                                     -------------      -----------------

Total Partners' Deficit                (13,942,494)           (13,349,683)
                                     -------------      -----------------

Total Liabilities And
  Partners' Deficit                  $  19,255,978      $      19,330,739
                                     -------------      -----------------
</TABLE>

                        See Notes to Financial Statements

                                        3
<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND
                         A MICHIGAN LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                       SIX MONTHS ENDED          THREE MONTHS ENDED
                                                               JUNE 30, 2005  JUNE 30, 2004  JUNE 30, 2005   JUNE 30, 2004
                                                               -------------  -------------  -------------   -------------
                                                               (unaudited)     (unaudited)    (unaudited)    (unaudited)
<S>                                                            <C>            <C>            <C>             <C>
Income:
  Rental Income                                                 $ 3,830,880    $ 4,070,732    $  1,892,533    $ 2,033,388
  Home Sale Income                                                1,111,634      1,001,925         716,934        786,440
  Other                                                             215,699        202,440         112,437         97,567
                                                               ------------   ------------   -------------   ------------

Total Income                                                    $ 5,158,213    $ 5,275,097    $  2,721,904    $ 2,917,395
                                                               ------------   ------------   -------------   ------------

Operating Expenses:
  Administrative Expenses
  (Including  $201,698, $213,225,$99,888 and $106,337
  in Property Management
  Fees Paid to An Affiliate for the Six and Three Month Period
  Ended June 30, 2005 and 2004, respectively)                       985,824      1,048,171         483,372        497,062
  Property Taxes                                                    488,067        487,734         243,759        243,867
  Utilities                                                         278,032        279,658         136,811        136,776
  Property Operations                                               606,265        626,178         293,949        334,984
  Depreciation And Amortization                                     507,283        476,874         253,384        238,160
  Interest                                                        1,289,830      1,315,429         648,446        658,131
  Home Sale Expense                                               1,050,723        898,296         651,653        702,121
                                                               ------------   ------------   -------------   ------------

Total Operating Expenses                                        $ 5,206,024    $ 5,132,340    $  2,711,374    $ 2,811,101
                                                               ------------   ------------   -------------   ------------

Net Income (Loss)                                              ($    47,811)   $   142,757    $     10,530    $   106,294
                                                               ------------   ------------   -------------   ------------

Income (Loss) Per Limited Partnership Unit:
  Class A                                                      ($      7.81)  ($      2.34)  ($       2.98)  ($      0.24)
  Class B                                                       $     12.25    $     16.53    $       7.03    $      9.19

Distribution Per Limited Partnership Unit
  Class A                                                       $      6.00    $      6.00    $       3.00    $      3.00
  Class B                                                       $      6.00    $      6.00    $       3.00    $      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>
                                                               General Partner  Class A Limited  Class B Limited      Total
<S>                                                            <C>              <C>              <C>             <C>
Beginning Balance as of December 31, 2004                           (4,884,110)     (9,907,130)       1,441,557  (13,349,683)
Net Income (Loss)                                                       (9,562)       (157,969)         119,720      (47,811)
Distributions                                                         (365,000)       (121,380)         (58,620     (545,000)
                                                                     ---------       ---------        ---------   ----------

BALANCE AS OF JUNE 30, 2005                                         (5,258,672)    (10,186,479)       1,502,657  (13,942,494)
</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>
                                                   SIX MONTHS ENDED
                                                     JUNE 30, 2005    JUNE 30,2004
                                                   ----------------   ------------
                                                      (unaudited)     (unaudited)
<S>                                                <C>                <C>
Cash Flows From Operating Activities:
 Net Income (Loss)                                 ($        47,811)  $    142,757
                                                   ----------------   ------------

Adjustments To Reconcile Net Income (Loss)
 To Net Cash Provided By
  Operating Activities:
  Depreciation                                              464,283        433,874
  Amortization                                               43,000         43,000
  Decrease (Increase) In Homes & Improvements               110,848       (162,397)
   (Increase) Decrease  In Other Assets                    (427,177)       119,113
  Increase In Accounts Payable                               12,917         34,009
  Increase In Other Liabilities                             340,795        224,762
                                                   ----------------   ------------

Total Adjustments:                                          544,666        692,361
                                                   ----------------   ------------

    Net Cash Provided By Operating Activities               496,855        835,118
                                                   ----------------   ------------

Cash Flows Used In  Investing Activities:
  Capital Expenditures                                     (179,903)       (47,850)
                                                   ----------------   ------------

Cash Flows From Financing Activities:
Net Borrowing on Line of Credit                             365,000         35,000
  Distributions To Partners                                (545,000)      (534,375)
Proseeds from Affiliate loan                                 12,314              0
  Principal Payments on Note Payable                       (212,976)      (187,430)
                                                   ----------------   ------------

Net Cash Used In Financing Activites                       (380,662)      (686,805)
                                                   ----------------   ------------

Increase (Decrease) In Cash and Equivalents                 (63,710)       100,463

Cash and Equivalents, Beginning                             200,760        258,423
                                                   ----------------   ------------

Cash and Equivalents, Ending                       $        137,050   $    358,886
                                                   ----------------   ------------
</TABLE>

                        See Notes to Financial Statements

                                        5
<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND,
                         A MICHIGAN LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                            June 30, 2005 (Unaudited)

1. BASIS OF PRESENTATION:

The accompanying unaudited 2005 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, 2004 has been derived from the
audited financial statements at that date. Operating results for the six months
ended June 30, 2005 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2005, 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, 2004.

2. Commitments and Contingencies

A group of current residents, on March 4, 2005 filed a class action lawsuit in
the Circuit Court of Oakland County against the Partnership and the General
Partner of the Partnership claiming that the Old Dutch Farms community did not
honor its obligations with respect to operating various aspects of the
community. The complaint requests damages, costs and injunctive relief. Counsel
for the Partnership is presently reviewing and preparing an answer to the
complaint on behalf of the Partnership. While the discovery process has not yet
begun, the Partnership intends to vigorously defend against this claim. The
amount of potential liability, if any, is indeterminable at the time.

The City of Novi, Michigan, as of February 11, 2004 filed a lawsuit in the
Circuit Court of Oakland County against the Partnership to compel the Old Dutch
Farms community to connect to the City of Novi sanitary sewer system. The
Partnership has reached a settlement agreement with the City of Novi. The
Partnership will pay a tap fee of $730,000 based on an estimated water use by
the residents, subject to adjustments after a three year monitoring period based
on actual meter reading water usage. The cost of connection and removal of the
current sanitary sewer system is estimated to be approximately $200,000. The
Partnership anticipates these cost will be incurred during the last six months
of 2005.

In connection with the settlement agreement, the partnership has obtained an
unsecured $750,000 note payable to a bank requiring monthly payments of $12,500
plus interest at LIBOR plus 1.8% and is due in five years. There was no
outstanding balance under this agreement at June 30, 2005.

                                       -6-
<PAGE>

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.

Liquidity

As a result of the Financing, the Partnership's four properties are mortgaged.
At the time of the Financing, the aggregate principal amount due under the four
mortgage notes was $33,500,000 and the aggregate fair market value of the
Partnership's mortgaged properties was $53,200,000. The Partnership expects to
meet its short-term liquidity needs generally through its working capital
provided by operating activities.

The Partnership's 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.

The Partnership has a renewable $1,000,000 line of credit with Uniprop Home
Finance, an affiliate entity. The interest rate is a prime minus .5% which was
5.75% at June 30, 2005. The sole purpose of the line of credit is to purchase
new and used homes to use as model homes offered for sale within the
Partnership's communities. As of June 30, 2005, the outstanding balance on the
line of credit was $577,504.

The Partnership has a renewable $1,000,000 line of credit with National City
Bank of Michigan/Illinois. The interest rate, on such line of credit, floats 180
basis points above 1 month LIBOR, which on June 30, 2005 was 3.34%. As of June
30, 2005 the outstanding balance on the line of credit was $405,000.

The quarterly Partnership Management Distribution paid to the General Partner
during the second quarter results was $161,500, or one-fourth of 1.0% of the
most recent appraised value of the properties held by the Partnership
($64,600,000 x 1/4 % = $161,500).

The General Partner elected to make a total distribution of $112,500 for the
second quarter of 2005 (unchanged from 2004), 80.0% or $90,000, was paid to the
Limited Partners and 20.0% or $22,500 was paid to the General Partner.

                                       -7-
<PAGE>

While the Partnership is not required to maintain a working capital reserve, the
Partnership has not distributed all the cash generated from operations in order
to build cash reserves. As of June 30, 2005, the Partnership's cash balance
amounted to $137,050. The level of cash balance maintained is at discretion of
the General Partner.

Results of Operations

OVERALL, as illustrated in the tables below, the four properties had a combined
average occupancy of 75% at the end of June 2005 compared to 83% for June of
2004. The average monthly rent in June 2005 was approximately $488, compared to
$478 average monthly rent in June 2004.

<TABLE>
<CAPTION>
                                Total    Occupied   Occupancy   Average*
                              Capacity    Sites       Rate        Rent
<S>                           <C>        <C>        <C>         <C>
Aztec Estates                     645       469        73%      $    529
Kings Manor                       314       299        95            535
Old Dutch Farms                   293       181        62            450
Park of the Four Seasons          572       417        73            439
                                -----     -----        --       --------

Total on 6/30/05:               1,824     1,366        75%      $    488
Total on 6/30/04:               1,824     1,518        83%      $    478
</TABLE>

* Not a weighted average

                                      -8-
<PAGE>

<TABLE>
<CAPTION>
                                     GROSS REVENUE             NET INCOME             GROSS REVENUE           NET INCOME (LOSS)
                                 6/30/05      6/30/04     6/30/05      6/30/04     6/30/05     6/30/04      6/30/05       6/30/04
                                  three months ended       three months ended       six months ended          six months ended
<S>                             <C>         <C>         <C>          <C>          <C>         <C>         <C>           <C>
Aztec Estates                   $  996,818  $1,385,031  $  418,320   $  426,231   $1,963,265  $2,375,036   $  771,676   $   762,485
Kings Manor                        829,971     614,163     348,974      270,722    1,421,339   1,038,667      633,435       532,693
Old Dutch Farms                    290,859     304,687      83,588      162,803      543,552     627,059      179,296       314,644
Park of the Four Seasons           600,245     611,378     303,772      357,349    1,223,875   1,230,874      635,490       728,137
                                ----------  ----------  ----------   ----------   ----------  ----------  -----------   -----------
                                 2,717,893   2,915,259   1,154,654    1,217,105    5,152,031   5,271,636    2,219,897     2,337,959
Partnership Management:              4,011        2136     (84,181)     (86,160)       6,182       3,461     (168,091)     (175,714)

Other expenses:                         --          --    (158,113)    (128,360)          --          --     (302,504)     (227,185)

Interest Expense                        --          --    (648,446)    (658,131)          --          --   (1,289,830)   (1,315,429)

Depreciation and Amortization           --          --    (253,384)    (238,160)          --          --     (507,283)     (476,874)
                                ----------  ----------  ----------   ----------   ----------  ----------  -----------   -----------
                                $2,721,904  $2,917,395  $   10,530   $  106,294   $5,158,213  $5,275,097  ($   47,811)  $   142,757
</TABLE>

COMPARISON OF THREE MONTHS ENDED JUNE 30, 2005 TO THREE MONTHS ENDED JUNE 30,
2004

Gross revenues decreased $195,491 to $2,721,904 in 2005, as compared to
$2,917,395 in 2004. The decrease was the result of lower occupancy. As described
in the Statements of Operations, total operating expenses were $99,727 lower,
moving to $2,711,374 from $2,811,101. The decrease was due to a decrease in
property operation cost and home sale expense.

As a result of the aforementioned factors, Net Income decreased, $95,764 for the
second quarter of 2005 compared to the same quarter of the prior year, moving
from $106,294 for 2004 to $10,530 for 2005.

COMPARISON OF SIX MONTHS ENDED JUNE 30, 2005 TO SIX MONTHS ENDED JUNE 30, 2004

Gross revenues decreased $116,884 to $5,158,213 in 2005, as compared to
$5,275,097 in 2004. The decrease was the result of lower occupancy due to weak
economic conditions. (See table in previous section.)

As described in the Statements of Operations, total operating expenses were
$73,684 higher, moving from $5,132,340 to $5,206,024. The increase was due to an
increase in home sale expense.

As a result of the aforementioned factors, the Partnership had a net loss of
$47,811 for the first six months of 2005 compared to Net Income of $142,757 for
the same period in 2004.

                                      -9-
<PAGE>

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Partnership is exposed to interest rate risk primarily through its borrowing
activities. There is inherent roll over risk for borrowings as they mature and
are renewed at current market rates. 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.

      Note Payable: At June 30, 2005 the Partnership had a note payable
outstanding in the amount of $30,977,543. Interest on this note is at a fixed
annual rate of 8.24% through July 2007.

      Line-of-Credit: At June 30, 2005 the Partnership owed $405,000 under its
line-of-credit agreement, whereby interest is charged at a variable rate of
1.80% in excess of one month LIBOR which was 3.34% as of June 30, 2005.

      Term-Note: The Partnership has borrowing availability in the form of an
unsecured term note with National City Bank of the Midwest for $750,000 as of
June 30, 2005. The note requires monthly payments of $12,500 plus interest at
LIBOR plus 1.80% due five years from date of funding. The term note was
established for the cost of the sewer connection at Old Dutch Farms.

      Line-of-Credit for Homes: At June 30, 2005 the partnership had a line of
credit outstanding to an affiliated entity in the amount of $577,504, whereby
interest is accrued at prime minus .5% (5.75% at June 30, 2005).

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 less 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.

                                     -10-
<PAGE>

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.

There was no change in the Partnership's internal controls over financial
reporting that occurred during the most recently 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 PROCEEDINGS

      See Note 2 of the Notes to Unaudited Financial Statements for Information
concerning legal proceedings.

ITEM 6. EXHIBITS

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

                                     -11-
<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, Principal Executive Officer

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

Dated: August 10, 2005

<PAGE>

                                 EXHIBIT INDEX

EXHIBIT NO.                         DESCRIPTION

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