EXTENDED OFFER
                          BY EVEREST PROPERTIES II, LLC
                              TO PURCHASE FOR CASH
                      UP TO 1,180 OF THE OUTSTANDING UNITS
                                       OF
                      URBAN IMPROVEMENT FUND LIMITED - 1973
                                       FOR
                                  $650 PER UNIT

     Everest  Properties II, LLC  ("Everest") is extending its offer to purchase
your limited  partnership  interests  (the  "Units") in Urban  Improvement  Fund
Limited - 1973 (the  "Partnership")  for cash less any distributions made to you
by the  Partnership  after the date of the Offer.  Everest will pay all transfer
fees charged by the Partnership. SELLERS WILL PAY NO SELLING COMMISSIONS.

     Investors should be aware that:

     a)   Our offer price  exceeds by $150 per Unit the  highest  prior offer to
          purchase  your  Units of  which we are  aware,  after  accounting  for
          distributions made since such prior offer.

     b)   The Partnership is not required to terminate until 2014 and can extend
          its term until 2020. After 31 years you may prefer to receive cash now
          and eliminate the uncertainty associated with continued ownership.

     c)   Our offer price exceeds by $210 per Unit (47%) the average sales price
          for units traded in the secondary market,  over the last 12 months, as
          reported by Partnership Spectrum, an independent industry publication.

     d)   Our offer price  exceeds by $50 per Unit (over 8%) the  highest  price
          paid  for  units  in the  last 12  months,  according  to the  general
          partner's letter dated January 13, 2004.

     We are  willing to wait  until the  Partnership's  remaining  assets can be
liquidated.  After 31 years you may  prefer to  receive  cash now,  rather  than
waiting indefinitely for final liquidation.

     An Agreement of Transfer is enclosed which you can use to accept our offer.
Please  execute this  document and return it in the enclosed  envelope.  Limited
partners are urged to read our Offer dated January 6, 2004 in its entirety.

                Our extended offer will expire February 13, 2004


                              For More Information
                        Please Call or Send Originals to:
                           everest Properties II, llc
                           155 N. Lake Ave. Suite 1000
                               Pasadena, CA 91101
                     (800) 611-4613 Facsimile (626) 585-5929
                              www.everestworld.com

                                                                         2/6/04