Exhibit (a)(3)



September 13, 2007

TO:        UNIT HOLDERS OF UNITED INVESTORS INCOME PROPERTIES

SUBJECT:   OFFER TO PURCHASE UNITS

Dear Unit Holder:

As  described  in  the  enclosed  Offer  to  Purchase  and  related  Letters  of
Transmittal   (the  "Offer")  the   Purchasers   named  in  the  attached  Offer
(collectively  the  "Purchasers")  are offering to purchase all Units of limited
partnership  interest (the "Units") in UNITED INVESTORS  INCOME  PROPERTIES (the
"Partnership") at a purchase price equal to:

                                  $40 per Unit

The Offer will provide you with an  opportunity  to liquidate  all, or a portion
of, your  investment in UNITED  INVESTORS  INCOME  PROPERTIES  without the usual
transaction  costs  associated  with market sales or partnership  transfer fees.
Reasons you may wish to sell your Units include:

      o     UNCERTAINTY OF PARTNERSHIP TERMINATION.  Our offer provides you with
            the  opportunity  to  receive  a  guaranteed  amount  of  money in a
            specified time period.  The general  partner has given no indication
            when the  partnership  will be  liquidating.  The  Partnership  term
            extends through December 31, 2018! Therefore,  investors may not see
            liquidity for some time.

      o     NO  DISTRIBUTIONS  SINCE 2006. The Partnership  has stated,  "Future
            cash  distributions will depend on the levels of cash generated from
            operations,  the timing of the debt maturity,  property sales and/or
            financings.  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 capital  improvements to permit  distributions to its partners
            during 2007 or subsequent periods." (emphasis added).

      o     ILLIQUIDITY  OF  UNITS.  The  relative   illiquidity  of  the  Units
            resulting  from the  absence of a formal  trading  market  makes the
            Units difficult to sell.

      o     NO FUTURE  IRS FILING  REQUIREMENTS.  The tax year in which you sell
            your Units will be the final year for which you will be obligated to
            file a K-1 for the  Partnership  with  your  tax  return.  This  may
            represent a reduction in costs  associated  with filing  complicated
            tax  returns.  Your  decision  to sell may have other  favorable  or
            unfavorable tax  consequences  and potential  sellers should consult
            their individual tax advisers.

      o     ELIMINATION OF RETIREMENT  ACCOUNT FEES. If you sell your Units, you
            may avoid  incurring fees for having this  investment in your IRA or
            retirement   account.   Because  many   custodians   have   transfer
            restrictions  against limited partnership units or charge additional
            fees for holding this type of asset,  many  investors are faced with
            the task of searching  for a way to avoid these fees.  Once our cash
            payment is sent directly to your retirement account, you are free to
            consolidate  your  retirement  accounts or  transfer  the funds to a
            custodian that offers lower fees.

After  carefully  reading the enclosed Offer, if you elect to tender your Units,
mail (using the  enclosed  pre-addressed,  postage  paid  envelope) or fax (then
mail) a duly completed and executed copy of the Letter of  Transmittal  (printed
on pink paper) and change of address forms, and any other documents  required by
the Letter of Transmittal, to the Depositary for the Offer at:

                         MacKenzie Patterson Fuller, LP
                  1640 School Street, Moraga, California 94556
                            Facsimile: (925) 631-9119

If you have any  questions or need  assistance,  please call the  Depositary  at
800-854-8357.

This Offer expires (unless extended) October 31, 2007.