UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

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

               For the quarterly period ended March 31, 2004


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


            For the transition period from _________to _________

                         Commission file number 0-17646


                       UNITED INVESTORS INCOME PROPERTIES
             (Exact name of registrant as specified in its charter)



         Missouri                                           43-1483942
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

                          55 Beattie Place, PO Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)

                                 (864) 239-1000
                           (Issuer's telephone number)

<PAGE>



                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS



                       UNITED INVESTORS INCOME PROPERTIES

                                  BALANCE SHEET
                                   (Unaudited)
                        (in thousands, except unit data)

                                 March 31, 2004

<TABLE>
<CAPTION>

Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $ 683
   Receivables and deposits                                                      33
   Other assets                                                                  65
   Investment properties:
       Land                                                  $ 1,522
       Buildings and related personal property                 9,964
                                                              11,486
       Less accumulated depreciation                          (5,062)         6,424
                                                                            $ 7,205
Liabilities and Partners' (Deficiency) Capital
Liabilities
   Accounts payable                                                          $ 13
   Tenant security deposit liabilities                                           45
   Accrued property taxes                                                        33
   Other liabilities                                                             48
   Due to affiliates                                                             56

Partners' (Deficiency) Capital
   General partner                                             $ (60)
   Limited partners (61,063 units issued and
      outstanding)                                             7,070          7,010
                                                                            $ 7,205


               See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>

                       UNITED INVESTORS INCOME PROPERTIES

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
                      (in thousands, except per unit data)

<TABLE>
<CAPTION>
                                                               Three Months Ended
                                                                       March 31,
                                                                2004          2003
Revenues:
<S>                                                            <C>           <C>
   Rental income                                               $ 373         $ 364
   Other income                                                    42            53
       Total revenues                                             415           417

Expenses:
   Operating                                                      188           181
   General and administrative                                      33            22
   Depreciation                                                   105           104
   Property taxes                                                  38            39
       Total expenses                                             364           346

Net income                                                      $ 51          $ 71

Net income allocated to general partner (1%)                    $ 1           $ 1
Net income allocated to limited partners (99%)                     50            70

                                                                $ 51          $ 71

Net income per limited partnership unit                        $ 0.82        $ 1.15

Distributions per limited partnership unit                      $ --         $ 3.75


               See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>

                       UNITED INVESTORS INCOME PROPERTIES

           STATEMENT OF CHANGES IN PARTNERS' (DEFICIENCY) CAPITAL
                                   (Unaudited)
                        (in thousands, except unit data)

<TABLE>
<CAPTION>

                                     Limited
                                   Partnership   General      Limited
                                      Units      Partner     Partners       Total

<S>                                   <C>          <C>        <C>          <C>
Original capital contributions        61,063       $ --       $15,266      $15,266

Partners' (deficiency) capital
   at December 31, 2003               61,063      $ (61)      $ 7,020      $ 6,959

Net income for the three months
   ended March 31, 2004                   --           1           50           51

Partners' (deficiency) capital
   at March 31, 2004                  61,063      $ (60)      $ 7,070      $ 7,010


               See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>

                       UNITED INVESTORS INCOME PROPERTIES

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (in thousands)

<TABLE>
<CAPTION>

                                                                  Three Months Ended
                                                                       March 31,
                                                                   2004         2003
Cash flows from operating activities:
<S>                                                                <C>          <C>
  Net income                                                       $ 51         $ 71
  Adjustments to reconcile net income to net cash provided
   by operating activities:
     Depreciation                                                    105          104
     Change in accounts:
      Receivables and deposits                                        --            1
      Other assets                                                   (23)          15
      Accounts payable                                                (4)           5
      Tenant security deposit liabilities                              1           (4)
      Accrued property taxes                                          27           30
      Other liabilities                                               16           35
      Due to affiliates                                               12           --
        Net cash provided by operating activities                    185          257

Cash flows used in investing activities:
  Property improvements and replacements                             (11)         (17)

Cash flows used in financing activities:
  Distributions to partners                                           --         (231)

Net increase in cash and cash equivalents                            174            9

Cash and cash equivalents at beginning of period                     509          344

Cash and cash equivalents at end of period                        $ 683        $ 353

               See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>
                       UNITED INVESTORS INCOME PROPERTIES

                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)


Note A - Basis of Presentation

The  accompanying  unaudited  financial  statements of United  Investors  Income
Properties (the  "Partnership" or "Registrant") have been prepared in accordance
with generally accepted accounting  principles for interim financial information
and with the  instructions  to Form  10-QSB and Item 310(b) of  Regulation  S-B.
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 United Investors Real Estate,  Inc. (the "General  Partner" or
"UIRE"), a Delaware corporation, all adjustments (consisting of normal recurring
accruals)  considered  necessary  for a fair  presentation  have been  included.
Operating  results for the three month  period  ended  March 31,  2004,  are not
necessarily  indicative  of the results that may be expected for the fiscal year
ending  December 31, 2004. For further  information,  refer to the  consolidated
financial  statements and footnotes thereto included in the Partnership's Annual
Report on Form 10-KSB for the fiscal year ended December 31, 2003.

For the  periods  ended  March 31,  2003 and 2004,  the  General  Partner  was a
subsidiary of Apartment Investment and Management Company ("AIMCO"),  a publicly
traded real estate investment trust. On May 1, 2003, Everest Properties,  Inc. a
California  corporation  ("Everest")  acquired  all of the capital  stock of the
General Partner.  In connection with this  transaction,  the General Partner and
the  Partnership  entered into a Services  Agreement  effective May 1, 2003 (the
"Services  Agreement")  with NHP  Management  Company  ("NHP"),  an affiliate of
AIMCO,  whereby NHP agreed to provide portfolio and property management services
for the Partnership. The portfolio management services included the services the
General Partner of the Partnership  generally performs or procures in connection
with the management of the Partnership,  subject to certain limitations provided
for in the Services  Agreement.  As  compensation  for  providing  the portfolio
management  services and the property management  services,  the General Partner
paid  and  assigned  over  to  NHP  all  of  the  income,  distributions,  fees,
commissions, reimbursements and other payments payable by the Partnership to the
General Partner or any of its affiliates.  On February 27, 2004, AIMCO/IPT, Inc.
("IPT"), a subsidiary of AIMCO, reacquired from Everest all of the capital stock
of the General  Partner.  As of February 27, 2004,  the Services  Agreement  was
terminated.

Note B - Transactions with Affiliated Parties

The  Partnership  has no  employees  and depends on the General  Partner and its
affiliates for the management and administration of all Partnership  activities.
The Partnership  Agreement  provides for payments to affiliates for services and
for  reimbursement of certain  expenses  incurred by affiliates on behalf of the
Partnership.  Pursuant to the Services Agreement discussed in "Note A", all such
payments for services provided for in the Partnership Agreement shall be paid to
NHP.

During the three months ended March 31, 2004 and 2003, affiliates of the General
Partner and NHP were  entitled to receive 5% of gross  receipts  from all of the
Partnership's  properties  as  compensation  for providing  property  management
services. The Partnership paid to such affiliates approximately $21,000 for each
of the  three  months  ended  March  31,  2004 and 2003,  which is  included  in
operating expenses.

An   affiliate  of  the  General   Partner  and  NHP  charged  the   Partnership
reimbursement of accountable  administrative expenses amounting to approximately
$22,000  and  $10,000  for the  three  months  ended  March  31,  2004 and 2003,
respectively,  which is  included  in general and  administrative  expenses  and
investment  properties.  At  March  31,  2004,  approximately  $35,000  of these
reimbursements  were payable to an affiliate of the General  Partner and NHP and
are included in Due to affiliates on the accompanying balance sheet.

For acting as real estate broker in  connection  with the 1999 sale of Peachtree
Corners Medical Building, the General Partner earned a real estate commission of
approximately  $21,000.  However,  this amount is not payable  until the limited
partners  receive an amount equal to their  adjusted  capital  investment  and a
cumulative  distribution  equal to an 8% annual return from the last  additional
closing date or, if greater,  a 6%  cumulative  annual return from their date of
admission to the  Partnership.  At March 31, 2004, the limited  partners had not
received  their  return.  Therefore,  the  commission  is  included  in  Due  to
affiliates on the accompanying balance sheet at March 31, 2004.

The  Partnership  insures its properties up to certain  limits through  coverage
provided by AIMCO,  which is generally  self-insured for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability. The Partnership insures its properties above the AIMCO limits through
insurance policies obtained by AIMCO from insurers unaffiliated with the General
Partner.  During  2004,  the  Partnership  anticipates  its cost  for  insurance
coverage and fees associated with policy claims administration owed to AIMCO and
its  affiliates  will be  approximately  $15,000.  The  Partnership  was charged
approximately $23,000 for 2003.

On February 27, 2004, IPT, a subsidiary of AIMCO, reacquired from Everest all of
the capital stock of the General Partner.  In addition to its indirect ownership
of the sole general partner of the  Partnership,  AIMCO and its affiliates owned
24,429 limited  partnership units (the "Units") in the Partnership  representing
40.00% of the outstanding  units at March 31, 2004. A number of these Units were
acquired pursuant to tender offers made by AIMCO or its affiliates. AIMCO or its
affiliates may acquire additional Units of limited  partnership  interest in the
Partnership  in exchange  for cash or a  combination  of cash and units in AIMCO
Properties,  L.P., the operating  partnership of AIMCO,  either through  private
purchases or tender offers. Under the Partnership Agreement, unitholders holding
a majority of the Units are entitled to take action with respect to a variety of
matters that include voting on certain  amendments to the Partnership  Agreement
and voting to remove the General Partner. As a result of its ownership of 40.00%
of the  outstanding  Units at March 31, 2004,  AIMCO and its affiliates are in a
position to influence all such voting decisions with respect to the Partnership.
Although the General  Partner owes fiduciary  duties to the limited  partners of
the Partnership,  the General Partner also owes fiduciary duties to AIMCO as its
sole  stockholder.  As a result,  the duties of the General Partner,  as general
partner, to the Partnership and its limited partners may come into conflict with
the duties of the General Partner to AIMCO, as its sole stockholder.

Note C - Contingencies

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the General  Partner,
was served with a Complaint in the United  States  District  Court,  District of
Columbia alleging that AIMCO Properties L.P.  willfully  violated the Fair Labor
Standards  Act (FLSA) by failing to pay  maintenance  workers  overtime  for all
hours worked in excess of forty per week. On March 5, 2004  Plaintiffs  filed an
amended complaint also naming NHP Management Company, which is also an affiliate
of the General Partner. The Complaint is styled as a Collective Action under the
FLSA and seeks to certify state  subclasses  in  California,  Maryland,  and the
District of Columbia. Specifically, the plaintiffs contend that AIMCO Properties
L.P. failed to compensate  maintenance  workers for time that they were required
to be "on-call".  Additionally,  the Complaint  alleges  AIMCO  Properties  L.P.
failed to comply with the FLSA in compensating maintenance workers for time that
they worked in responding to a call while  "on-call".  The Defendants have filed
an  answer  to  the  Amended  Complaint  denying  the  substantive  allegations.
Discovery is currently underway.

The  General  Partner  does not  anticipate  that any costs to the  Partnership,
whether legal or settlement costs, associated with this case will be material to
the Partnership's overall operations.

The  Partnership  is unaware  of any other  pending  or  outstanding  litigation
matters  involving  it or its  investment  properties  that are not of a routine
nature arising in the ordinary course of business.

Pursuant to a formal order of investigation received by AIMCO on March 29, 2004,
the  Central  Regional  Office of the  United  States  Securities  and  Exchange
Commission is conducting an  investigation  relating to certain  matters.  AIMCO
believes the areas of investigation  include AIMCO's  miscalculated  monthly net
rental  income  figures in third  quarter 2003,  forecasted  guidance,  accounts
payable,  rent concessions,  vendor rebates,  and capitalization of expenses and
payroll.  AIMCO is cooperating  fully.  AIMCO does not believe that the ultimate
outcome  will  have a  material  adverse  effect on its  consolidated  financial
condition  or results of  operations  taken as a whole.  Similarly,  the General
Partner does not believe that the ultimate  outcome will have a material adverse
effect on the Partnership's  financial  condition or results of operations taken
as a whole.

Note D - Subsequent Event

Subsequent  to March 31,  2004,  the  Partnership  distributed  from  operations
approximately $285,000 or $4.62 per limited partnership unit.

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The matters discussed in this report contain certain forward-looking statements,
including, without limitation, statements regarding future financial performance
and the effect of government  regulations.  Actual results may differ materially
from those described in the forward-looking statements and will be affected by a
variety of risks and factors including,  without limitation:  national and local
economic  conditions;  the terms of  governmental  regulations  that  affect the
Registrant and interpretations of those regulations; the competitive environment
in which the Registrant operates;  financing risks, including the risk that cash
flows from operations may be insufficient to meet required payments of principal
and interest;  real estate risks, including variations of real estate values and
the general  economic  climate in local markets and  competition  for tenants in
such markets;  litigation,  including  costs  associated  with  prosecuting  and
defending  claims  and  any  adverse   outcomes,   and  possible   environmental
liabilities.   Readers  should  carefully  review  the  Registrant's   financial
statements and the notes thereto,  as well as the risk factors  described in the
documents  the  Registrant  files  from  time to time  with the  Securities  and
Exchange Commission.

The Partnership's  investment  properties consist of three apartment  complexes.
The following table sets forth the average  occupancy of the properties for each
of the three months ended March 31, 2004 and 2003:

                                                   Average Occupancy
      Property                                      2004       2003

      Bronson Place Apartments                      89%        90%
         Mountlake Terrace, Washington
      Meadow Wood Apartments                        84%        91%
         Medford, Oregon
      Defoors Crossing Apartments                   85%        72%
         Atlanta, Georgia

The General  Partner  attributes  the  increase in average  occupancy at Defoors
Crossing  Apartments to strong resident relations and customer service,  as well
as improved marketing to potential quality residents.  Average occupancy for the
first  part of 2003 had  decreased  due to layoffs  and the slow  economy in the
local  area.  The end of 2003 saw average  occupancy  improve due to the reasons
previously  mentioned.  The first quarter of 2004 has remained constant with the
end of 2003.

The General Partner  attributes the decrease in average occupancy at Meadow Wood
Apartments to increased competition and low mortgage rates allowing more tenants
to buy homes.

The  Partnership's  financial  results  are  dependent  upon a number of factors
including  the  ability  to  attract  and  maintain  tenants  at the  investment
properties,  interest  rates on mortgage  loans,  costs  incurred to operate the
investment  properties,  general economic conditions and weather. As part of the
ongoing  business  plan of the  Partnership,  the General  Partner  monitors the
rental market environment of its investment properties to assess the feasibility
of increasing rents,  maintaining or increasing  occupancy levels and protecting
the  Partnership  from increases in expenses.  As part of this plan, the General
Partner attempts to protect the Partnership from the burden of inflation-related
increases  in  expenses  by  increasing  rents and  maintaining  a high  overall
occupancy  level.  However,  the General Partner may use rental  concessions and
rental rate reductions to offset softening market conditions, accordingly, there
is no  guarantee  that the General  Partner will be able to sustain such a plan.
Further,  a number of factors  which are outside the control of the  Partnership
such as the local  economic  climate  and weather can  adversely  or  positively
impact the Partnership's financial results.

Results of Operations

The  Partnership  realized  net income of  approximately  $51,000  for the three
months ended March 31, 2004, compared to net income of approximately $71,000 for
the three months ended March 31, 2003.  The decrease in net income for the three
months ended March 31, 2004 is due to an increase in total expenses and a slight
decrease in total revenues.

Total revenues  decreased slightly for the three months ended March 31, 2004 due
to a decrease in other income, partially offset by an increase in rental income.
Other income decreased due to a decrease in late charges and lease  cancellation
fees, primarily at Defoors Crossing  Apartments.  Rental income increased due to
increases  in  occupancy at DeFoors  Crossing  Apartments,  and reduced bad debt
expense at all the  properties,  partially  offset by a decrease in occupancy at
Meadow Wood Apartments.

Total  expenses  increased  for the three  months ended March 31, 2004 due to an
increase in general and administrative and operating expenses.  Depreciation and
property tax expense remained relatively constant during the comparable periods.
Operating  expense  increased  primarily  due to an  increase  in  property  and
advertising  expenses  partially  offset by an decrease in maintenance  expense.
Property  expense  increased  due to  increased  payroll  and  related  employee
benefits,   primarily  at  DeFoors  Crossing  Apartments.   Advertising  expense
increased due to increased periodical advertising costs also at DeFoors Crossing
Apartments.  Maintenance  expenses  decreased  due to the  decrease  in contract
repairs  at  Bronson  Place  Apartments  and  plumbing  repairs  at Meadow  Wood
Apartments.

General and administrative  expenses increased  primarily due to increased costs
of services included in the management  reimbursements to the General Partner as
allowed  under  the  Partnership   Agreement.   Also  included  in  general  and
administrative  expenses  at both March 31,  2004 and 2003 are costs  associated
with the  quarterly and annual  communications  with  investors  and  regulatory
agencies and the annual audit required by the Partnership Agreement.

Liquidity and Capital Resources

At  March  31,  2004,  the  Partnership   had  cash  and  cash   equivalents  of
approximately  $683,000  compared to  approximately  $353,000 at March 31, 2003.
Cash and cash equivalents increased by approximately $174,000 since December 31,
2003, due to  approximately  $185,000 of cash provided by operating  activities,
which was partially  offset by  approximately  $11,000 of cash used in investing
activities. Cash used in investing activities consisted of property improvements
and  replacements.  The  Partnership  invests  its working  capital  reserves in
interest bearing accounts.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures  required at the various  properties  to  adequately  maintain  the
physical  assets and other operating needs of the Partnership and to comply with
Federal, state and local legal and regulatory requirements.  The General Partner
monitors  developments  in the area of legal and  regulatory  compliance  and is
studying  new  federal  laws,  including  the  Sarbanes-Oxley  Act of 2002.  The
Sarbanes-Oxley Act of 2002 mandates or suggests  additional  compliance measures
with regard to governance,  disclosure, audit and other areas. In light of these
changes,  the Partnership  expects that it will incur higher expenses related to
compliance,  including  increased  legal and audit  fees.  Capital  improvements
planned for each of the Partnership's properties are detailed below.

Bronson Place

During  the  three  months  ended  March 31,  2004,  the  Partnership  completed
approximately  $5,000  of  capital  improvements  at  Bronson  Place  Apartments
consisting  primarily of floor covering  replacements  and window  replacements.
These  improvements  were  funded  from  operating  cash flow.  The  Partnership
evaluates  the capital  improvement  needs of the  property  during the year and
currently  expects to complete  an  additional  $34,000 in capital  improvements
during the remainder of 2004.  Additional capital improvements may be considered
and  will  depend  on the  physical  condition  of the  property  as well as the
anticipated cash flow generated by the property.

Meadow Wood

During  the  three  months  ended  March 31,  2004,  the  Partnership  completed
approximately   $3,000  of  capital   improvements  at  Meadow  Wood  Apartments
consisting  primarily  of  water  heater  and  appliance   replacements.   These
improvements were funded from operating cash flow. The Partnership evaluates the
capital  improvement needs of the property during the year and currently expects
to complete an additional $44,000 in capital  improvements  during the remainder
of 2004.  Additional  capital  improvements may be considered and will depend on
the  physical  condition of the  property as well as the  anticipated  cash flow
generated by the property.

DeFoors Crossing

During  the  three  months  ended  March 31,  2004,  the  Partnership  completed
approximately  $3,000 of capital  improvements  at DeFoors  Crossing  Apartments
consisting  primarily  of  floor  covering  and  appliance  replacements.  These
improvements were funded from operating cash flow. The Partnership evaluates the
capital  improvement needs of the property during the year and currently expects
to complete an additional $30,000 in capital  improvements  during the remainder
of 2004.  Additional  capital  improvements may be considered and will depend on
the  physical  condition of the  property as well as the  anticipated  cash flow
generated by the property.

The additional  capital  expenditures will be incurred only if cash is available
from operations or from Partnership  reserves.  To the extent that such budgeted
capital improvements are completed,  the Partnership's  distributable cash flow,
if any, may be adversely affected at least in the short term.

The Partnership  distributed the following amounts during the three months ended
March 31, 2004 and 2003 (in thousands, except per unit data):
<TABLE>
<CAPTION>

                   Three Months      Per Limited      Three Months       Per Limited
                      Ended          Partnership         Ended           Partnership
                  March 31, 2004        Unit         March 31, 2003         Unit

<S>                    <C>              <C>              <C>               <C>
Operations             $ --             $ --             $ 231             $ 3.75
</TABLE>

Subsequent  to March 31,  2004,  the  Partnership  distributed  from  operations
approximately $285,000 or $4.62 per limited partnership unit.

Future cash  distributions  will depend on the levels of net cash generated from
operations,  the  availability  of cash  reserves,  and the timing of financings
and/or  property sales.  The  Partnership's  cash available for  distribution is
reviewed  on a monthly  basis.  There  can be no  assurance,  however,  that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital  improvements to permit additional  distributions to its partners during
the remainder of 2004 or subsequent periods.

Other

On February 27, 2004, IPT, a subsidiary of AIMCO, reacquired from Everest all of
the capital stock of the General Partner.  In addition to its indirect ownership
of the sole general partner of the  Partnership,  AIMCO and its affiliates owned
24,429 limited  partnership units (the "Units") in the Partnership  representing
40.00% of the outstanding  units at March 31, 2004. A number of these Units were
acquired pursuant to tender offers made by AIMCO or its affiliates. AIMCO or its
affiliates may acquire additional Units of limited  partnership  interest in the
Partnership  in exchange  for cash or a  combination  of cash and units in AIMCO
Properties,  L.P., the operating  partnership of AIMCO,  either through  private
purchases or tender offers. Under the Partnership Agreement, unitholders holding
a majority of the Units are entitled to take action with respect to a variety of
matters that include voting on certain  amendments to the Partnership  Agreement
and voting to remove the General Partner. As a result of its ownership of 40.00%
of the  outstanding  Units at March 31, 2004,  AIMCO and its affiliates are in a
position to influence all such voting decisions with respect to the Partnership.
Although the General  Partner owes fiduciary  duties to the limited  partners of
the Partnership,  the General Partner also owes fiduciary duties to AIMCO as its
sole  stockholder.  As a result,  the duties of the General Partner,  as general
partner, to the Partnership and its limited partners may come into conflict with
the duties of the General Partner to AIMCO, as its sole stockholder.

Critical Accounting Policies and Estimates

The financial  statements are prepared in accordance with accounting  principles
generally  accepted in the United States which require the  Partnership  to make
estimates and  assumptions.  The  Partnership  believes that of its  significant
accounting  policies,  the following may involve a higher degree of judgment and
complexity.

Impairment of Long-Lived Assets

Investment  properties  are  recorded at cost,  less  accumulated  depreciation,
unless  considered  impaired.  If  events  or  circumstances  indicate  that the
carrying  amount of a property may be  impaired,  the  Partnership  will make an
assessment of its  recoverability  by estimating  the  undiscounted  future cash
flows,  excluding  interest  charges,  of the property.  If the carrying  amount
exceeds the aggregate  future cash flows,  the  Partnership  would  recognize an
impairment  loss to the extent the carrying amount exceeds the fair value of the
property.

Real  property  investments  are  subject  to varying  degrees of risk.  Several
factors  may  adversely  affect  the  economic  performance  and  value  of  the
Partnership's investment properties.  These factors include, but are not limited
to,  changes  in the  national,  regional  and  local  economic  climate;  local
conditions,  such as an oversupply of multifamily  properties;  competition from
other available  multifamily property owners and changes in market rental rates.
Any adverse changes in these factors could cause impairment of the Partnership's
assets.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less.
Rental income  attributable to leases is recognized monthly as it is earned. The
Partnership  evaluates all accounts receivable from residents and establishes an
allowance, after the application of security deposits, for accounts greater than
30 days past due on current tenants and all receivables due from former tenants.
The Partnership will offer rental concessions during particularly slow months or
in response to heavy  competition from other similar  complexes in the area. Any
concessions  given at the inception of the lease are amortized  over the life of
the lease.

ITEM 3.     CONTROLS AND PROCEDURES

(a) Disclosure Controls and Procedures.  The Partnership's management,  with the
participation of the principal executive officer and principal financial officer
of the General Partner,  who are the equivalent of the  Partnership's  principal
executive officer and principal financial officer,  respectively,  has evaluated
the  effectiveness of the Partnership's  disclosure  controls and procedures (as
such term is defined  in Rules  13a-15(e)  and  15d-15(e)  under the  Securities
Exchange  Act of 1934,  as amended  (the  "Exchange  Act")) as of the end of the
period covered by this report. Based on such evaluation, the principal executive
officer and  principal  financial  officer of the General  Partner,  who are the
equivalent  of the  Partnership's  principal  executive  officer  and  principal
financial  officer,  respectively,  have  concluded  that, as of the end of such
period, the Partnership's disclosure controls and procedures are effective.

(b) Internal Control Over Financial  Reporting.  There have not been any changes
in the Partnership's  internal control over financial reporting (as such term is
defined in Rules  13a-15(f)  and  15d-15(f)  under the Exchange  Act) during the
fiscal quarter to which this report relates that have  materially  affected,  or
are reasonably likely to materially affect,  the Partnership's  internal control
over financial reporting.

                           PART II - OTHER INFORMATION


ITEM 1.     LEGAL PROCEEDINGS

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the General  Partner,
was served with a Complaint in the United  States  District  Court,  District of
Columbia alleging that AIMCO Properties L.P.  willfully  violated the Fair Labor
Standards  Act (FLSA) by failing to pay  maintenance  workers  overtime  for all
hours worked in excess of forty per week. On March 5, 2004  Plaintiffs  filed an
amended complaint also naming NHP Management Company, which is also an affiliate
of the General Partner. The Complaint is styled as a Collective Action under the
FLSA and seeks to certify state  subclasses  in  California,  Maryland,  and the
District of Columbia. Specifically, the plaintiffs contend that AIMCO Properties
L.P. failed to compensate  maintenance  workers for time that they were required
to be "on-call".  Additionally,  the Complaint  alleges  AIMCO  Properties  L.P.
failed to comply with the FLSA in compensating maintenance workers for time that
they worked in responding to a call while  "on-call".  The Defendants have filed
an  answer  to  the  Amended  Complaint  denying  the  substantive  allegations.
Discovery is currently underway.

The  General  Partner  does not  anticipate  that any costs to the  Partnership,
whether legal or settlement costs, associated with this case will be material to
the Partnership's overall operations.

ITEM 5.     OTHER INFORMATION

On February  27, 2004,  there was a change in control of the General  Partner of
the Partnership.  See discussion in Part I - Item 1. Financial Statements - Note
A.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a) Exhibits:

                  Exhibit 3.1, Form of Agreement of Limited  Partnership  (filed
                  on May 2,  1988  as  part  of the  Prospectus  of  Partnership
                  contained in the  Partnership's  Amendment to the Registration
                  Statement and is incorporated herein by reference).

                  Exhibit  3.2,  Tenth  Amendment  to the  Agreement  of Limited
                  Partnership  (filed  on May  15,  1989 as  Exhibit  4.3 to the
                  Quarterly  Report on Form 10-Q and is  incorporated  herein by
                  reference).

                  Exhibit 3.3,  Certificate of Limited Partnership (Exhibit 3 to
                  Partnership's   Form  8-K   filed  on  April  29,   1991,   is
                  incorporated herein by reference).

                  Exhibit 31.1,  Certification  of equivalent of Chief Executive
                  Officer   pursuant   to   Securities    Exchange   Act   Rules
                  13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002.

                  Exhibit 31.2,  Certification  of equivalent of Chief Financial
                  Officer   pursuant   to   Securities    Exchange   Act   Rules
                  13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002.

                  Exhibit  32.1,  Certification  Pursuant  to 18 U.S.C.  Section
                  1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
                  Act of 2002.

            b)    Reports on Form 8-K filed  during the quarter  ended March 31,
                  2004:

                  Current  Report on Form 8-K dated  February 27, 2004 and filed
                  with the Securities and Exchange  Commission on March 22, 2004
                  disclosing  the  changes in control  of  Registrant  effective
                  February 27, 2004.





<PAGE>


                                   SIGNATURES



In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.



                                    UNITED INVESTORS INCOME PROPERTIES


                                    By:   United Investors Real Estate, Inc.
                                          Its General Partner


                                    By:   /s/Martha L. Long
                                          Martha L. Long
                                          Senior Vice President


                                    By:   /s/Thomas M. Herzog
                                          Thomas M. Herzog
                                          Senior Vice President
                                          and Chief Accounting Officer


                                    Date: May 13, 2004



<PAGE>



Exhibit 31.1


                                  CERTIFICATION


I, Martha L. Long, certify that:


1.    I have reviewed this quarterly  report on Form 10-QSB of United  Investors
      Income Properties;

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

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

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

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  to ensure that  material  information  relating to the
            registrant,  including its consolidated subsidiaries,  is made known
            to us by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

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

      (a)   All significant  deficiencies and material  weaknesses in the design
            or operation of internal control over financial  reporting which are
            reasonably  likely to adversely affect the  registrant's  ability to
            record, process, summarize and report financial information; and

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.

Date:  May 13, 2004

                                    /s/Martha L. Long
                                    Martha L. Long
                                    Senior   Vice    President   of   United
                                    Investors Real Estate, Inc.,  equivalent
                                    of the chief  executive  officer  of the
                                    Partnership


<PAGE>



Exhibit 31.2

                                  CERTIFICATION

I, Thomas M. Herzog, certify that:


1.    I have reviewed this quarterly  report on Form 10-QSB of United  Investors
      Income Properties;

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

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

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

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  to ensure that  material  information  relating to the
            registrant,  including its consolidated subsidiaries,  is made known
            to us by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

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

      (a)   All significant  deficiencies and material  weaknesses in the design
            or operation of internal control over financial  reporting which are
            reasonably  likely to adversely affect the  registrant's  ability to
            record, process, summarize and report financial information; and

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.

Date:  May 13, 2004

                                    /s/Thomas M. Herzog
                                    Thomas M. Herzog
                                    Senior   Vice    President   and   Chief
                                    Accounting  Officer of United  Investors
                                    Real  Estate,  Inc.,  equivalent  of the
                                    chief    financial    officer   of   the
                                    Partnership


<PAGE>


Exhibit 32.1


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



In  connection  with the  Quarterly  Report on Form  10-QSB of United  Investors
Income Properties (the "Partnership"),  for the quarterly period ended March 31,
2004 as filed with the  Securities  and Exchange  Commission  on the date hereof
(the "Report"), Martha L. Long, as the equivalent of the Chief Executive Officer
of the  Partnership,  and  Thomas  M.  Herzog,  as the  equivalent  of the Chief
Financial  Officer of the  Partnership,  each hereby  certifies,  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that, to the best of his knowledge:

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

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


                                           /s/Martha L. Long
                                    Name:  Martha L. Long
                                    Date:  May 13, 2004


                                           /s/Thomas M. Herzog
                                    Name:  Thomas M. Herzog
                                    Date:  May 13, 2004


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