UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report: ~~May 16,~~ ~~2008~~February 10, 2009

(Date of earliest event reported)

Uniprop Manufactured Housing Communities Income Fund ~~(Exact name of registrant as specified in its charter)~~

(Exact name of registrant as specified in its charter)

Michigan		38-25930667
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

280 Daines Street, Suite 300, Birmingham, MI 48009 ~~(Address of principal executive offices) (Zip Code)~~

~~248-645-9220~~(Address of ~~Registrant’s~~principal ~~telephone~~executive ~~number,~~offices) ~~including~~(Zip ~~area code~~Code)

248-645-9220

Registrant’s telephone number, including area code

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant

under any of the following provisions (see General Instruction A.2. below):

~~[ ]~~ o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~[ ]~~ o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~[ ]~~ o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~[ ]~~ o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 12.0104 ~~Material~~Triggering ~~Definitive~~Events ~~Agreement~~That Accelerate or Increase a Direct Financial Obligation

~~Effective~~As ~~May~~previously ~~16,~~reported ~~2008,~~by the General Partner of Uniprop Manufactured Housing Communities Income Fund ~~has~~(the ~~entered into~~“Fund), athe ~~Contract~~Fund ~~for~~does ~~Sale~~not ~~and~~generate ~~Purchase~~sufficient ofcash flow ~~Real~~from ~~and~~operations ~~Personal~~to ~~Property~~fund ~~with~~the ~~a private~~required ~~buyer~~debt toservice ~~purchase~~payments ~~both~~on the ~~Kings~~first mortgage ~~Manor~~loan. Similarly, ~~and~~the ~~Park~~interest ofreserve ~~the~~provided ~~Four~~for ~~Seasons~~in the ~~communities.~~mortgage ~~This~~loan ~~Contract~~to ~~contains~~supplement acash 30flow ~~day~~from ~~Due~~operations ~~Diligence~~has ~~period~~been ~~for~~fully ~~the Buyer~~depleted toand ~~make~~will, ~~investigations~~therefore, ~~into~~be ~~the~~unavailable ~~physical~~to ~~and~~fund ~~economic~~future ~~status~~debt ofservice payments, Effective with the ~~property. At any~~scheduled ~~time~~mortgage ~~prior~~loan topayment due ~~the~~February ~~expiration~~10, of2009, the ~~Due~~Fund ~~Diligence~~has ~~period,~~not made the ~~Buyer~~required ~~may~~debt service payment ~~terminate~~and ~~the~~will ~~contract.~~be Ifin default under the ~~Buyer~~first ~~does~~mortgage ~~not~~loan ~~terminate~~documents. The first ~~the~~mortgage ~~contract,~~lender ~~the~~has ~~Buyer must~~not ~~deposit~~shown a ~~$1,000,000~~willingness ~~non-refundable~~to ~~deposit~~modify ~~with~~ the ~~Escrow~~existing ~~Agent. The~~loan ~~Buyer~~documents ~~then~~and ~~shall~~is ~~have~~likely 30to ~~days~~pursue ~~after~~any ~~expiration~~and ofall ~~the~~remedies ~~Due~~available ~~Diligence period~~including ~~to close~~foreclosure proceedings on the ~~transaction~~Fund’s two remaining properties; namely, Aztec Estates and Old Dutch Farms.

~~While the~~ The Fund’s has ~~management~~and ~~believes~~will ~~that~~continue ~~the~~to ~~buyer~~seek isfunding ~~financially~~for ~~capable~~replacing ~~of completing~~ the ~~proposed~~mortgage ~~transaction~~debt ~~and~~but ~~intends~~no such toreplacement ~~consummate~~financing ~~the~~has ~~purchase,~~materialized ~~there~~to ~~can be~~date ~~no assurance~~and ~~that~~none ~~the~~is ~~closing~~likely ~~will~~to ~~occur~~emerge in onthe ~~schedule~~near ~~or at all~~future.

The Fund will also have increased debt service requirements on its term loan with National City Bank starting in March 2009. This loan is guaranteed by an individual affiliated with the General Partner. It is unlikely that the Fund will generate adequate funds to service this debt. In such event, the bank is likely to declare the loan in default and enforce its rights against the Guarantor to satisfy the obligation.

Until further notice, all transfers of partnership interests will be suspended. Special circumstances will be evaluated on a case-by-case basis.

Item 4.01 Change In Registrant’s Certifying Accountant

As a result of the foregoing liquidity constraints, the Fund has been forced to discontinue certain services including the annual financial audit and annual property appraisals. Based on the advice of counsel, the Fund will also forego the next scheduled filing of the annual Form 10-K as the filing would lack the required certifications without a financial audit.

SIGNATURES

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

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND (Registrant)

	UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND (Registrant)
	By:	P.I. Associates Limited Partnership, General Partner
Dated: February 10, 2009	By:	/s/ Joel Schwartz
		Joel Schwartz,
		Principal Financial Officer

Dated: May 16, 2008 By: P.I. Associates Limited Partnership, General Partner By:/s/ Joel Schwartz Joel Schwartz, Principal Financial Officer

Filing Compare · UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND