1
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 (Date of earliest event reported)December 22, 1997
DEAN WITTER REALTY INCOME PARTNERSHIP III, L.P.
(Exact name of registrant as specified in its charter)
Delaware 0-18146 13-
3293754
(State or other jurisdiction Commission (I.R.S. Employer
of incorporation) File Number) Identification
No.)
Two World Trade Center, New York, New York 10048
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code(212) 392-1054
(Former name or former address, if changed since
last report)
Item 5. Other Events
Distribution Rate Change
The Partnership decreased its cash distribution per
Unit from $4.25 per quarter to $2.30 for the quarterly
distribution payable in November 1997, and future cash
distribution levels will fluctuate based on cash flow
generated by the Partnership's properties and proceeds
received from future property sales.
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.
DEAN WITTER REALTY INCOME
PARTNERSHIP III, L.P.
By: Dean Witter Realty Income
Properties III, Inc.
Managing General Partner
Date: December 22, 1997 By: /s/E.
Davisson Hardman, Jr.
E. Davisson Hardman, Jr.
President
