<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, 2004             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) 645-9261
              (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, 2004 (Unaudited) and
         December 31, 2003                                          3

         Statements of Income
         Six months ended June 30, 2004 and 2003
         Three months ended June 30, 2004
         and 2003 (Unaudited)                                       4

         Statement of Partner's Equity (Deficit)
         Six months ended June 30, 2004 (Unaudited)                 4

         Statements of Cash Flows
         Six months ended June 30, 2004
         and 2003 (Unaudited)                                       5

         Notes to Financial Statements
         June 30, 2004 (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                                                     11

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                          11
         CERTIFICATION EXHIBITS
</TABLE>

<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND,
                         A MICHIGAN LIMITED PARTNERSHIP

                                  BALANCE SHEET

<TABLE>
<CAPTION>
ASSETS                                   JUNE 30, 2004    DECEMBER 31, 2003
                                         -------------    -----------------
                                          (UNAUDITED)
<S>                                      <C>              <C>
Properties:
  Land                                    $ 5,280,000        $ 5,280,000
  Buildings And Improvements               25,464,279         25,419,430
  Furniture And Fixtures                      221,518            218,518
                                          -----------        -----------
                                           30,965,797         30,917,948

  Less Accumulated Depreciation            14,300,456         13,866,583
                                          -----------        -----------
                                           16,665,341         17,051,365

Cash And Cash Equivalents                     358,886            258,423
Cash -Security Escrow                         305,158            305,158
Unamortized Finance Costs                     237,548            280,548
Manufactured Homes and Improvements         1,475,184          1,312,787
Other Assets                                1,139,199          1,258,312
                                          -----------        -----------

Total Assets                              $20,181,316        $20,466,593
                                          -----------        -----------
</TABLE>

<TABLE>
<CAPTION>
LIABILITIES AND PARTNERS' DEFICIT        JUNE 30, 2004   DECEMBER 31, 2003
                                         -------------   -----------------
                                          (UNAUDITED)
<S>                                      <C>             <C>
Line of Credit                           $    270,000      $    235,000
Accounts Payable                              183,222           149,213
Other Liabilities                           1,110,295           885,533
Mortgage Payable                           31,389,014        31,576,444
                                         ------------      ------------
Total Liabilities                        $ 32,952,531      $ 32,846,190

Partners' Equity (Deficit):

  General Partner                          (4,514,817)       (4,188,993)
  Class A Limited Partners                 (9,641,859)       (9,473,234)
  Class B Limited Partners                  1,385,461         1,282,630
                                         ------------      ------------
Total Partners' Deficit                   (12,771,215)      (12,379,597)
                                         ------------      ------------

Total Liabilities And
  Partners' Deficit                      $ 20,181,316      $ 20,466,593
                                         ------------      ------------
</TABLE>

                       See Notes to Financial Statements

                                       3

<PAGE>

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

<TABLE>
<CAPTION>
                                                        SIX MONTHS ENDED                THREE MONTHS ENDED
                                                 JUNE 30, 2004    JUNE 30, 2003   JUNE 30, 2004    JUNE 30, 2003
                                                 -------------    -------------   -------------    -------------
                                                  (unaudited)      (unaudited)     (unaudited)      (unaudited)
<S>                                              <C>              <C>             <C>              <C>
Income:
  Rental Income                                   $ 4,070,732      $ 4,220,735     $ 2,033,388      $ 2,106,898
  Home Sale Income                                  1,001,925          879,656         786,440          634,921
  Other                                               202,440          262,361          97,567          106,253
                                                  -----------      -----------     -----------      -----------
Total Income                                      $ 5,275,097      $ 5,362,752     $ 2,917,395      $ 2,848,072
                                                  -----------      -----------     -----------      -----------

Operating Expenses:
  Administrative Expenses
  (Including $213,225, $223,842,$106,337 and
  $110,471 in Property Management
  Fees Paid to An Affiliate for the
  Six and Three Month Period
  Ended June 30, 2004 and 2003, respectively)       1,048,171          968,483         497,062          475,535
  Property Taxes                                      487,734          461,877         243,867          230,937
  Utilities                                           279,658          275,913         136,776          127,063
  Property Operations                                 626,178          514,311         334,984          274,956
  Depreciation And Amortization                       476,874          458,894         238,160          229,482
  Interest                                          1,315,429        1,318,991         658,131          667,107
  Home Sale Expense                                   898,296          791,999         702,121          574,525
                                                  -----------      -----------     -----------      -----------

Total Operating Expenses                          $ 5,132,340      $ 4,790,468     $ 2,811,101      $ 2,579,605
                                                  -----------      -----------     -----------      -----------

Net Income (Loss)                                 $   142,757      $   572,284     $   106,294      $   268,467
                                                  -----------      -----------     -----------      -----------

Income (Loss) Per Limited Partnership Unit:
  Class A                                        ($      2.34)     $      9.35    ($      0.24)     $      4.20
  Class B                                         $     16.53      $     27.50     $      9.19      $     13.28

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>

<TABLE>
<CAPTION>
STATEMENT OF PARTNERS' EQUITY (DEFICIT) (UNAUDITED)
                                                         General        Class A        Class B
                                                         Partner        Limited        Limited        Total
<S>                                                    <C>            <C>             <C>          <C>
Beginning Balance as of December 31, 2003              (4,188,993)    (9,473,234)     1,282,630    (12,379,597)
Net Income (Loss)                                          28,551        (47,245)       161,451        142,757
Distributions                                            (354,375)      (121,380)       (58,620)      (534,375)

BALANCE AS OF JUNE 30,2004                             (4,514,817)    (9,641,859)     1,385,461      2,771,215)
</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, 2004   JUNE 30, 2003
                                                 -------------   -------------
                                                  (unaudited)     (unaudited)
<S>                                            <C>               <C>
Cash Flows From Operating Activities:
 Net Income                                        $ 142,757       $ 572,284
                                                   ---------       ---------

Adjustments To Reconcile Net Income
 To Net Cash Provided By
 Operating Activities:
 Depreciation                                        433,874         415,894
 Amortization                                         43,000          43,000
 (Increase) Decrease In Homes & Improvements        (162,397)        (60,059)
 (Increase) Decrease In Other Assets                 119,113        (653,987)
 Increase (Decrease) In Accounts Payable              34,009         (13,671)
 Increase (Decrease) In Other Liabilities            224,762         317,489
                                                   ---------       ---------

Total Adjustments:                                   692,361          48,666
                                                   ---------       ---------

  Net Cash Provided By
   Operating Activities                              835,118         620,950
                                                   ---------       ---------

Cash Flows Used In Investing Activities:
 Capital Expenditures                                (47,850)        (10,786)
                                                   ---------       ---------

Cash Flows From Financing Activities:
 Net Proceeds (Payment) on Line of Credit             35,000         (50,000)
 Distributions To Partners                          (534,375)       (522,625)
 Principal Payments on Mortgage                     (187,430)       (188,735)
                                                   ---------       ---------

Net Cash Used In Financing Activities               (686,805)       (761,360)
                                                   ---------       ---------

Increase (Decrease) In Cash and Equivalents          100,463        (151,196)

Cash and Equivalents, Beginning                      258,423         607,207
                                                   ---------       ---------
Cash and Equivalents, Ending                       $ 358,886       $ 456,011
                                                   ---------       ---------
</TABLE>

                        See Notes to Financial Statements

                                        5
<PAGE>

              UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND,
                         A MICHIGAN LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                            June 30, 2004 (Unaudited)

1.    BASIS OF PRESENTATION:

The accompanying unaudited 2004 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, 2003 has been derived from the
audited financial statements at that date. Operating results for the six months
ended June 30, 2004 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2004, 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, 2003.

                                       -6-
<PAGE>

                     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 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.

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, 2004 was 1.37%. The sole
purpose of the line of credit is to purchase new and used homes to be used as
model homes offered for sale within the Partnership's communities. Over the past
three years, sales of the new and used model homes have been growing and the
General Partner believes that continuing the model home program is in the best
interest of the Partnership. As of June 30, 2004 the outstanding balance on the
line of credit was $270,000.

                                       -7-
<PAGE>

The quarterly Partnership Management Distribution paid to the General Partner
during the second quarter based on prior quarter results was$158,500, or
one-fourth of 1.0% of the most recent appraised value of the properties held by
the Partnership ($63,400,000 x 1/4 = $158,500.00).

The General Partner elected to make a total distribution of $112,500 for the
second quarter of 2004 (unchanged from 2003), 80.0% or $90,000, was paid to the
Limited Partners and 20.0% or $22,500 was paid to the General Partner.

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, 2004, the Partnership's cash balance
amounted to $358,886. The amount placed in reserves is at the discretion of the
General Partner.

Results of Operations

OVERALL, as illustrated in the tables below, the four properties had a combined
average occupancy of 83% at the end of June 2004, versus 90% a year ago. The
average monthly rent in June 2004 was approximately $478, or 3% more than the
$464 average monthly rent in June 2003 (average rent not a weighted average).

                                       -8-
<PAGE>

<TABLE>
<CAPTION>
                                       Total   Occupied   Occupancy   Average*
                                     Capacity   Sites      Rate        Rent
<S>                                  <C>       <C>        <C>         <C>
Aztec Estates                           645       493        76%        $517
Kings Manor                             314       303        97          514
Old Dutch Farms                         293       226        77          450
Park of the Four Seasons                572       496        87          429
                                      -----     -----        --         ----
Total on 6/30/04:                     1,824     1,518        83%        $478
Total on 6/30/03:                     1,824     1,637        90%        $464
</TABLE>

*Not a weighted average

<TABLE>
<CAPTION>
                               GROSS REVENUE                NET INCOME               GROSS REVENUE                NET INCOME
                            6/30/04      6/30/03       6/30/04      6/30/03       6/30/04     6/30/03       6/30/04       6/30/03
                             three months ended        three months ended           six months ended           six months ended
<S>                       <C>          <C>           <C>          <C>           <C>          <C>          <C>           <C>
Aztec Estates             $ 1,385,031  $ 1,030,617   $   426,231  $   402,291   $2,375,036   $1,909,690   $   762,485   $   801,611
Kings Manor                   614,163      586,982       270,722      296,637    1,038,667    1,185,046       532,693       595,431
Old Dutch Farms               304,687      366,754       162,803      167,830      627,059      759,209       314,644       405,536
Park of the Four Seasons      611,378      861,627       357,349      424,576    1,230,874    1,504,990       728,137       790,299
                          -----------  -----------   -----------  -----------   ----------   ----------   -----------   -----------
                            2,915,259    2,845,980     1,217,105    1,291,334    5,271,636    5,358,935     2,337,959     2,592,877

Partnership Management:         2,136        2,092       (86,160)     (72,568)       3,461        3,817      (175,714)     (148,386)

Other expenses:                    --           --      (128,360)     (53,710)          --           --      (227,185)      (94,322)

Interest Expense                   --           --      (658,131)    (667,107)          --           --    (1,315,429)   (1,318,991)

Depreciation and
 Amortization                      --           --      (238,160)    (229,482)          --           --      (476,874)     (458,894)
                          -----------  -----------   -----------  -----------   ----------   ----------   -----------   -----------
                          $ 2,917,395  $ 2,848,082   $   106,294  $   268,467   $5,275,097   $5,362,752   $   142,757   $   572,284
</TABLE>

COMPARISON OF THREE MONTHS ENDED JUNE 30, 2004 TO THREE MONTHS ENDED JUNE 30,
2003

Gross revenues increased $69,323 to $2,917,395 in 2004, as compared to
$2,848,082 in 2003. The increase was the result of improved home sales offset by
lower occupancy. As described in the Statements of Income, total operating
expenses were $231,496 higher, moving to $2,811,101 from $2,579,605. The
increase was due to an increase in home sale expense and property operation
costs.

As a result of the aforementioned factors, Net Income decreased, $162,173 for
the second quarter of 2004 compared to the same quarter of the prior year,
moving from $268,467 for 2003 to $106,294 for 2004.

                                       -9-
<PAGE>

COMPARISON OF SIX MONTHS ENDED JUNE 30, 2004 TO SIX MONTHS ENDED JUNE 30, 2003

Gross revenues decreased $87,655 to $5,275,097 in 2004, as compared to
$5,362,752 in 2003. The decrease was the result of lower occupancy due to weak
economic conditions.

(See table in previous section.)

As described in the Statements of Income, total operating expenses were $341,872
higher, moving from $4,790,468 to $5,132,340. The increase was due to a increase
in home sale expense and property operations costs.

As a result of the aforementioned factors, Net Income decreased, $429,527 for
the first six month period of 2004 compared to the same period of the prior
year, moving from $572,284 for 2003 to $142,757 for 2004.

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 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, 2004 the Partnership had a note payable
outstanding in the amount of $31,389,014. Interest on this note is at a fixed
annual rate of 8.24% through June 2007.

      Line-of-Credit: At June 30, 2004 the Partnership owed $270,000 under its
line-of-credit agreement, whereby interest is charged at a variable rate of
1.80% in excess of one month LIBOR.

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

      The City of Novi, Michigan, on February 11, 2004 filed a lawsuit in
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. Legal
counsel for the Partnership is currently in negotiations with the City and the
Department of Environmental Quality to resolve this matter. Estimates for the
connection fees and the cost of abandonment of that Property's waste water
treatment plant range from $850,000 to $1,000,000. Negotiations are progressing
but as of this date have not been finalized.

ITEM  6. REPORTS OF FORM 8-K

            (A) Reports of Form 8-K

                  There were no reports filed on Form 8-K during the three
                  months ended June 30, 2004.

                                      -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, General Partner

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

Dated: August 11, 2004

<PAGE>

                                 EXHIBIT INDEX

EXHIBIT NO.                       DESCRIPTION

EX-31.1       Certification of Chief Executive Officer pursuant to Section 302

EX-31.2       Certification of Chief Financial Officer pursuant to Section 302

EX-32.1       Certification pursuant to 18 U.S.C. Section 1350, as adopted
              pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

EX-32.2       Certification pursuant to 18 U.S.C. Section 1350, as adopted
              pursuant to Section 906 of the Sarbanes-Oxley Act of 2002