SECURED INVESTMENT RESOURCES FUND LP III
10-K, 1996-04-19
REAL ESTATE
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                                 FORM 10-K

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

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

For the year ended December 31, 1995 

                                    OR

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

For the transition period                   to                   
Commission File Number                   33-24235                

           SECURED INVESTMENT RESOURCES FUND, L.P. III           
      (Exact name of registrant as specified in its charter)

                Missouri                          48-6291172      
    (State or other jurisdiction of              (I.R.S. Employer
    incorporation or organization)               Identification No.)

   5453 W. 61st Place, Mission, Kansas               66205  
   (Address of principal executive offices)          (Zip Code)

(Registrant's telephone number,                 (913) 384-5700   
 including area code)


Securities registered pursuant to Section 12(b) of the Act:

                                   None  
        
Securities registered pursuant to Section 12(g) of the Act:

                  Limited Partnership Interests ("Units")

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or such shorter periods that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes    X     No       

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]
<PAGE>
PART I
Item 1.  Business

         Secured Investment Resources Fund, L.P. III ("Partnership") is a
         Missouri limited partnership formed pursuant to the Missouri
         Revised Uniform Limited Partnership Act on April 20, 1988.  James
         R. Hoyt is the Individual General Partner.  SIR Partners III,
         L.P., a Missouri limited partnership, and Nichols Resources Ltd.,
         a Missouri corporation, are the General Partners.  James R. Hoyt
         is the managing General Partner.  The Partnership has no
         predecessors or subsidiaries.  The Partnership was formed to
         engage in the business of acquiring, improving, developing,
         operating and holding for investment, income-producing real
         properties with the objectives of (i) preserving and protecting
         the Partnership's capital; (ii) providing cash distributions from
         operations; (iii) providing capital growth through property
         appreciation of Partnership properties; and (iv) increasing
         equity in property ownership by the reduction of mortgage loans
         on Partnership properties.

         On December 7, 1990, the Partnership closed its offering having
         received gross proceeds of $4,842,500 from the sale of 9,685
         units of limited partnership interests.

         The Partnership acquired two apartment communities in 1989.  The
         General Partners feel that these properties met the Partnership's
         investment criteria and objectives.  Because of many factors, the
         Partnership did not raise the level of capital anticipated. 
         Accordingly, the General Partners were unable to obtain the
         targeted leveraged ratio and a residential/commercial property
         mix.

         As of December 31, 1995, the Partnership has made cash
         distributions to Limited Partners of $363,928 for the period
         April 1, 1989 through December 31, 1995.  No distributions have
         been made since July 1990.  Future distributions will only be
         made from excess cash flow not needed for working capital
         reserves. 

         As of December 31, 1995, the Partnership had no employees. 
         Employees of SPECS, Inc. provide services to the Partnership. 
         The individual General Partner is a minority shareholder in
         SPECS, Inc.

         Competition

         The real estate business is highly competitive and the
         Partnership competes with numerous entities engaged in real
         estate activities, some of which may have greater financial
         resources than those of the Partnership.  The Partnership's
         management believes that success against 
<PAGE>
                                        
Item 1.  Business--Cont'd.

         such competition is dependent upon the geographic location of the
         property, the performance of property managers, the amount of new
         construction in the area and the maintenance and appearance of
         the property.  With respect to residential property, competition
         is also based upon the design and mix of the units and the
         ability to provide a community atmosphere for the tenants.  The
         Partnership's management believes that general economic
         circumstances and trends and new properties in the vicinity of
         each of the Partnership's properties will also be competitive
         factors.

         Inflation

         The effects of inflation on the Partnership's operations or
         investments are not quantifiable.  Revenues from property
         operations fluctuate proportionately with increases and decreases
         in housing costs.  Fluctuations in the rate of inflation also
         affect the sales values of properties and, correspondingly, the
         ultimate gains to be realized by the Partnership from property
         sales.

Item 2.  Properties.

         The following table sets forth the investment portfolio of the
         Partnership at December 31, 1995:
                                                              Average
                              Properties at                 Occupancy(*)
    Property      Description  Initial Cost  Date Acquired   Percentage    
                                                             1995  1994
KC Club
Apartments          
Kansas City, MO     200 units   $ 5,070,992  June 14, 1989    89%   82%

Greenhills Bicycle
Club Apartments     
Kansas City, MO     312 units   $11,251,613  Oct. 27, 1989    93%   92%

     (*)  Based upon vacancy amount (in dollars) as a
               percent of gross possible rents.
<PAGE>
     
Item 3.  Legal Proceedings.
         None.

Item 4.  Submission of Matters to a Vote of Security Holders.
         None.


                                   PART II

Item 5.  Market for Registrant's Common Equity and Related Security Holder
         Matters.

         (A)  There is no established public trading market for the Units
              of the Partnership.
         (B)  There have been no distributions the last three years.
         (C)  As of December 31, 1995, the Partnership had admitted 539
              Limited Partners who purchased 9,685 units.

Item 6.  Selected Financial Data.

                                        Years Ended December 31,

OPERATING DATA            1995       1994        1993        1992      1991
(In Thousands)

Rents                  $ 2,697     $ 2,299     $ 2,261     $ 2,297    $2,233  
Interest on short-
 term investments          128         106         103          69        91  
Property operating 
 expense                 1,560       1,454       1,260       1,293     1,374  
Interest expense           930         931         974       1,033     1,176  
Depreciation/
 Amortization              507         648         711         712       717  
Partnership loss          (172)       (628)       (581)       (672)     (943) 
 
PER LIMITED PARTNERSHIP UNIT  
 Partnership Loss (1) $( 17.54)   $( 64.23)   $ (59.39)   $ (68.68)  $(96.45) 

Cash distributions (2)$     ---   $     ---   $    ---    $    ---   $   ---  


     
BALANCE SHEET DATA        1995       1994        1993        1992       1991  
(In Thousands)

Total assets             13,223     14,227      14,779      15,305     15,774
Mortgage debt            12,851     13,737      13,770      13,820     13,852
<PAGE>

    (1)  Partnership loss per limited partnership unit is computed by
         dividing loss allocated to the Limited Partners by the weighted
         average number of limited partnership units outstanding (see
         following table).
     
    (2)  Cash distributions per limited partnership unit has been computed
         by dividing distributions paid  to the Limited Partners by the
         weighted average limited partnership units outstanding (see
         following table).
                    Year           Number of Units
                    1995                9,685
                    1994                9,685
                    1993                9,685
                    1992                9,685
                    1991                9,685          

Item 7.  Management's Discussion and Analysis of Financial      
         Condition and Results of Operations.

         Results of Operations

         Revenue for the partnership achieved an all time high in 1995 of
         $2,825,000 compared to $2,404,000 (17.5%) in 1994.  This increased
         revenue was the result of a marketing plan implemented by management
         in early 1991 that was designed to simultaneously increase gross
         possible rental rates and increase occupancy levels.  During 1995
         the operating costs increased only slightly, $20,000 (1.7%) primarily
         in the areas of repairs, payroll, and utilities.

         Interest expense declined slightly from $931,000 in 1994 to $930,000
         (.1%) in 1995.  Depreciation and amortization declined 21.6% from
         $648,000 to $507,000.  The 1995 net loss decreased by $457,000 or
         72.7% primarily due to the increase in revenues.

         Total expenses increased $106,000 (7.3%) for 1995 operations compared
         to 1994 results.  The increase in expenses was primarily due to an
         increase in professional services of $64,000.

         Revenue for the partnership achieved an increase in 1994 of
         $2,404,000 compared to $2,364,000 in 1993.  This increased revenue
         was the result of a marketing plan mentioned previously.  During 1994
         this marketing plan caused a rapid turnover of resident at KC Club
         Apartments
<PAGE>
Item 7.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations--Cont'd.

         Results of Operations--Cont'd.

         This turnover, while resulting in higher rents, also resulted in
         higher vacancies and operating costs.  The operating costs increased
         $172,000 (16.7%) primarily in the areas of repairs, payroll, and
         utilities.

         Interest expense declined from $974,000 in 1993 to $930,000 (4.4%) 
         in 1994 due to the payment of delinquent real estate taxes.
         Depreciation and amortization declined 8.8% from $711,000 to
         $648,000.  

         The increased rental revenues in 1994 were not enough to offset the
         increased operating costs and as a result the 1994 net loss increased
         $47,300 or 8.1%.

         The partnership anticipates that 1996 operations will continue to
         improve as the result of planned increases in rental rates and
         decreased promotional rental incentives.  This planned increase in
         net rental income will be coupled with a closer monitoring of costs.
         The partnership anticipates that interest expense for 1996 will
         decrease due to the second mortgage on Greenhills Bicycle Club being
         retired.

         Liquidity and Sources of Capital

         During 1995, the primary source of working capital was provided by
         existing cash balances and net cash provided by operating activities.
         Operations generated $666,000, investing activities consumed $230,000
         and financing activities used $94,000.  During the year accounts
         payable and accrued expenses decreased $12,000 and accrued interest
         payable increased by $240,000.  The partnership entered into an
         agreement with the taxing authorities which allows it to reduce past
         due real estate taxes on Greenhills Bicycle Club by making monthly
         installments of $13,472 until February, 1996.

         The second mortgage note on Greenhills Bicycle Club Apartments
         matured in October, 1994.  Through December 28, 1995 the outstanding
         principal and interest of that mortgage totaled $1,073,330.  On
         December 28, 1995 the Partnership entered into an assumption
         agreement with the
<PAGE>
Item 7.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations--Cont'd.

         Liquidity and Sources of Capital--Cont'd.

         General Partners, James R. Hoyt and Hoyt Partners III L.P., in which
         the total balance due on the second mortgage became the
         responsibility of James R. Hoyt, the individual General Partner.  By
         assuming that note, Hoyt paid the excess syndication costs, excess
         acquisition fees, and miscellaneous note payable as well as accrued
         interest on those notes payable through December 31, 1995, thereby
         retiring all of the related party receivables except $21,751 in
         excess syndication costs paid by the Partnership.  As part of the
         agreement, Mr. Hoyt delivered to the Partnership a full release of
         the note and second deed of trust and a promissory note marked
         cancelled on February 15, 1996.  Retirement of the second mortgage
         will decrease annual interest expense and enable the Partnership to
         refinance the first mortgage of $8,400,000 on Greenhills Apartments
         in 1996.

         KC Club Apartments' mortgage is past due by $385,380 as of December
         31, 1995.  The cash generated from operations for that property is
         insufficient to service the mortgage under the current payment
         requirements.  The General Partner has had ongoing negotiations with
         the lender concerning a complete restructure of the mortgage and
         related debt service.

         The funds due from Secured Investment Resources Fund, L.P. began to
         be repaid at a rate of $3,000 per month including 9% interest,
         beginning in May, 1995.

         During 1994, the primary source of working capital was provided by
         existing cash balances and net cash provided by operating activities.
         Operations generated $132,700 investing activities consumed $151,000
         and financing activities consumed $31,000.  During the year accounts
         payable and accrued expenses increased $67,000 and accrued interest
         increased by $37,000.

          
<PAGE>
Item 8.  Financial Statements and Supplementary Data.


               SECURED INVESTMENT RESOURCES FUND, L.P. III

                                  Index
                                                           Page
     
         Independent Auditors' Report                        9
     
         Financial Statements:
     
         Consolidated Balance Sheets - December 31,
          1995 and 1994                                    10-11


         Consolidated Statements of Operations -
          Years ended December 31, 1995, 1994
          and 1993                                           12 
       
         Consolidated Statements of Partnership Capital -
          Years ended December 31, 1995, 1994
          and 1993                                           13  

         Consolidated Statements of Cash Flows - 
          Years ended December 31, 1995,
          1994 and 1993                                    14-15 
             
         Notes to Consolidated Financial Statements        16-24
<PAGE>
                INDEPENDENT AUDITORS' REPORT


The Partners
Secured Investment Resources Fund, L.P. III
Mission, KS 

     We have audited the accompanying consolidated balance sheets of Secured
Investment Resources Fund, L.P. III and affiliated companies as of December
31, 1995 and 1994, and the related consolidated statements of operations,
partnership (deficit) capital and cash flows for each of the three years in the
period ended December 31, 1995.  We have also audited the schedules listed in
the accompanying index.  These financial statements and schedules are the
responsibility of the Partnership's management.  Our responsibility is to
express an opinion on these financial statements and schedules based upon our
audits.

     We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
schedules are free of material misstatement.  An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial
statements and schedules.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall presentation of the financial statements and schedules.
We believe that our audits provide a reasonable basis for our opinion.

     As discussed in Note C, the Partnership has mortgage loans that mature
during the next fiscal year or that are delinquent on scheduled payments.  The
Partnership is in current negotiations with these mortgage holders to extend
or refinance these obligations.

     In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Secured
Investment Resources Fund, L.P. III at December 31, 1995 and 1994, and the
results of their operations and their cash flows for each of the three years
in the period ended December 31, 1995 in conformity with generally accepted
accounting principles.

     Also in our opinion, the schedules present fairly, in all material
respects, the information set forth therein.  

                                 s/  BDO Seidman LLP       


St. Louis, Missouri
April 10, 1996


<PAGE>
SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED BALANCE SHEETS

                                                                 
                                            
                                                      December 31,
                                                1995              1994   
ASSETS

INVESTMENT PROPERTIES (Notes B and C)
  Land and buildings                        $14,561,536       $14,539,780
  Furniture, fixtures and equipment           1,377,961         1,235,233
                                             15,939,497        15,775,013
  Less accumulated depreciation               4,202,665         3,695,423  
                                             11,736,832        12,079,590

RESTRICTED DEPOSIT
  Certificate of Accrual on
    Treasury Security (Note D)                  827,509           762,531



Cash                                            486,886           144,737  
Rents and other receivables, less
  allowance of $7,150 in 1995 and
  $7,814 in 1994                                  3,785            51,184
Prepaid expenses and deposits                    27,169            49,317  

Due from related parties (Notes F and G)   
  Notes receivable                               74,643           607,104
  Syndication costs                              21,751           483,419
Debt issuance costs, net of
  accumulated amortization of
  $31,042 in 1995 and $26,042   
  in 1994                                        44,193            48,958  
             
                                                658,427         1,384,719

                                            $13,222,768       $14,226,840 




See note to consolidated financial statements.
<PAGE>
SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED BALANCE SHEETS--CONT'D.
                                                      December 31,    
                                                  1995           1994      
                    

LIABILITIES AND PARTNERSHIP DEFICIT 

Mortgage debt (Note C)                        $ 12,851,382   $ 13,737,201
Accounts payable and accrued expenses--
 (Note H)                                          583,739        595,909 
Accrued interest                                   385,380        347,175
Unearned revenue                                    27,479          9,959
Tenant security deposits                            82,210         72,459

     TOTAL LIABILITIES                          13,930,190     14,762,703
   
PARTNERSHIP DEFICIT 
  General Partners
    Capital contributions                            2,000          2,000
    Partnership deficit                            (46,229)       (44,514) 
                                                   (44,229)       (42,514)
  Limited Partners
    Capital contributions                        3,915,084      3,915,084
    Partnership deficit                         (4,578,277)    (4,408,433)
                                                  (663,193)      (493,349)
      TOTAL PARTNERSHIP DEFICIT                   (707,422)      (535,863)

                                              $ 13,222,768   $ 14,226,840



See notes to consolidated financial statements.
<PAGE>
SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED STATEMENTS OF OPERATIONS


                                        Years Ended December 31,         

                                  1995           1994             1993   


REVENUES
  Rents                       $ 2,697,035     $ 2,298,739     $ 2,260,762 
  Interest (Note F)               128,763         105,581         102,787  
                                2,825,798       2,404,320       2,363,549 
     
OPERATING AND ADMINISTRATIVE
 EXPENSES
  Property operating 
    expenses                    1,222,240       1,202,660       1,030,612  
  General and 
    administrative
    expenses                       70,672          62,742          41,348
  Professional services (Note E)  136,955          73,200          78,636
  Management fees (Note E)        130,229         115,393         109,513
                                1,560,096       1,453,995       1,260,109 

  NET OPERATING INCOME          1,265,702         950,325       1,103,440


NON-OPERATING EXPENSES
  Interest                        930,019         930,606         973,597
  Depreciation and 
    amortization                  507,242         648,093         710,883 
                                1,437,261       1,578,699       1,684,480
                                   

PARTNERSHIP LOSS              $  (171,559)    $  (628,374)    $  (581,040)

Allocation of loss
  General Partners            $    (1,715)    $    (6,284)    $    (5,810)
  Limited Partners               (169,844)       (622,090)       (575,230)

                              $  (171,559)    $  (628,374)    $  (581,040)

Partnership loss per 
  limited partnership 
  unit (Note A)               $    (17.54)    $    (64.23)    $    (59.39) 



See notes to consolidated financial statements.
<PAGE>
SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED STATEMENTS OF PARTNERSHIP (DEFICIT) CAPITAL


Years Ended December 31, 1995, 1994 and 1993 

     
                                      General       Limited      
                                     Partners      Partners       Total   


Balances at January 1, 1993          (30,420)        703,971      673,551

Partnership loss                      (5,810)       (575,230)    (581,040)

Balances at December 31, 1993        (36,230)        128,741       92,511

Partnership loss                      (6,284)       (622,090)    (628,374)

Balances at December 31, 1994        (42,514)       (493,349)    (535,863)

Partnership loss                      (1,715)       (169,844)    (171,559)

Balances at January 1, 1995         $(44,229)      $(663,193)   $(707,422)



See notes to consolidated financial statements.
<PAGE>
SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                        
                                             Years Ended December 31,      

                                           1995         1994         1993  

 
OPERATING ACTIVITIES

  Partnership loss                     $ (171,559)  $ (628,374)  $(581,040)
  Adjustments to reconcile
    partnership loss to net
    cash provided by operating 
    activities:
      Depreciation and
        amortization                       512,242      653,093     715,883
      Provision for losses on rents 
        and other receivables              (   664)     (13,186)    (12,363)
      Changes in assets 
        and liabilities:
          Rent and other receivables        48,063       24,686     (44,813)
          Prepaid expenses and deposits     22,148      (11,996)     18,861

          Accounts payable and 
            accrued expenses               (12,170)      66,919     105,622

          Accrued interest                 240,385       37,037      15,330

          Unearned revenue                  17,520        4,414     (11,609)
          Tenant security deposits           9,751          107      (3,358)

NET CASH PROVIDED BY OPERATING 
  ACTIVITIES                               665,716      132,700     202,513

INVESTING ACTIVITIES

  Improvements to investment 
    properties                            (164,484)     (87,282)    (50,818)
  Interest earned on certificate
    of accrual on Treasury Security        (64,978)     (63,864)    (51,185)

NET CASH USED IN INVESTING 
  ACTIVITIES                              (229,462)    (151,146)   (102,003)
<PAGE>
SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED STATEMENTS OF CASH FLOWS--CONT'D.  


                                           Years Ended December 31,        
   
                                      1995           1994           1993    
FINANCING ACTIVITIES

  Debt issuance costs              $     (235)    $      ---     $      ---
  Principal payments on debt          (14,669)       (32,582)       (50,423)
  Received from related parties        18,879          1,661            ---

  Note receivable from related 
    parties                           (98,080)           ---        (85,100)
 
NET CASH USED IN  
  FINANCING ACTIVITIES                (94,105)       (30,921)      (135,523)

DECREASE IN CASH                      342,149        (49,367)       (35,013) 

CASH BEGINNING OF PERIOD              144,737        194,104        229,117


CASH END OF PERIOD                 $  486,886     $  144,737     $  194,104
                   


See notes to consolidated financial statements.
<PAGE>
SECURED INVESTMENT RESOURCES FUND, L.P. III

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE A--SIGNIFICANT ACCOUNTING POLICIES

Organization and Business--Secured Investment Resources Fund, L.P. III
("Partnership") is a Missouri limited partnership formed pursuant to the
Missouri Revised Uniform Limited Partnership Act on April 20, 1988.  The
General Partners' and Limited Partners' interest in Partnership earnings or
loss initially amounts to 1% and 99%, respectively.  The allocation of the 1%
interest between the General Partners is discretionary.  At such point in time
cash distributions to the Limited Partners amount to their original invested
capital plus interest at a rate of the greater of 12% (14% for those investors
who subscribed for units on or before 90 days after December 7, 1988) or the
increase in the consumer price index per annum, cumulative non-compounded on
their adjusted invested capital, net income or loss will be allocated 15% to
the General Partners and 85% to the Limited Partners.

Consolidated Limited Partnerships
In order to satisfy current real estate lending requirements that real estate
assets be in single asset partnerships, the Partnership has formed a new
single asset partnership by the name of Bicycle Club Joint Venture, L.P.
The partnership retained the same partnership structure as Secured Investment
Resources Fund,L.P. III, with Secured Investment Resources Fund, L.P. III
being the sole Limited Partner.  The result of operations of this single 
asset partnership have been consolidated with the Partnership. 

Depreciation--Investment property is depreciated on a straight-line basis over
the estimated useful life of the property (30 years for buildings and 5 years
for furniture, fixtures and equipment). Improvements are capitalized and
depreciated over their estimated useful lives.  Maintenance and repair
expenses are charged to operations as incurred.

Income Taxes--Any tax liabilities or benefits arising from the Partnership
operations are recognized individually by the respective partners and,
consequently, no provision will be made by the Partnership for income taxes or
income tax benefits.

Partnership Loss Per Limited Partnership Unit--Partnership loss per limited
partnership unit is computed by dividing the loss allocated to the Limited
Partners by the weighted average number of limited partnership units sold.  The
per unit information has been computed based on 9,685 weighted average limited
partnership units outstanding.





<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

NOTE A--SIGNIFICANT ACCOUNTING POLICIES--CONT'D.

Debt Issuance Costs--Loan costs, when incurred, are capitalized by the
Partnership.  These costs are amortized over the term of the related loans.

Restricted Deposits--Certificates of Accrual on Treasury Security are
anticipated to be held to maturity as they are pledged as collateral as
described in Note D.  These instruments are reported at cost, adjusted for
accretion of discounts which are recognized in interest income using the
interest method over the period to maturity.

Accounting Estimates--The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statement and the reported amounts of revenues and expenses
during the reporting period.  Actual results could differ from those estimates.

New Accounting Standards--In March 1995, the FASB issued its Statement of
Financial Accounting Standards No. 121, Accounting for the Impairment of
Long-Lived Assets and For Long-Lived Assets to Be Disposed Of ("SFAS 121"). 
SFAS 121 requires that long-lived assets and certain intangibles to be held and
used by an entity be reviewed for impairment when events or changes in
circumstances indicate that the carrying amount may not be recoverable.  In
addition, SFAS 121 requires long-lived assets and certain intangibles to be
disposed of to be reported at the lower of carrying amount or fair value less
costs to sell.  SFAS121 is effective for fiscal years beginning after December
15, 1995.  Management does not expect the application of this pronouncement to
have a material effect on the financial statements of the Partnership.
<PAGE>

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

NOTE B--INVESTMENT PROPERTIES

Investment properties consists                  
of the following:                          December 31,       
                                       1995           1994    
Cost (including capital improvements 
subsequent to acquisition):
  Greenhills Bicycle 
   Club Apartments                 $ 10,937,724   $ 10,846,115

  KC Club Apartments                  4,989,593      4,916,718

  Office Equipment                       12,180         12,180
                                     15,939,497     15,775,013
Less:
  Accumulated depreciation            4,202,665      3,695,423
                              
                                   $ 11,736,832   $ 12,079,590

The Partnership has mortgage debt due within the next year as well as a past
due mortgage as described in Note C.  Combined mortgage debt for the
properties total $12,851,000 with accrued interest of $385,380 at December 31,
1995 as well as delinquent real estate taxes of $291,000.  The combined net
book value of these properties at December 31, 1995 was $11,737,000.

Depreciation expense was $507,242, $647,836, and $707,801 for the years ended
December 31, 1995, 1994 and 1993 respectively.

NOTE C--NON-RECOURSE MORTGAGE DEBT

Mortgage debt consists                   
of the following:                          December 31,       
                                       1995           1994    
Collateralized by Investment Property:
Greenhills Bicycle
 Club Apartments                   $ 8,400,000    $ 9,271,150

 KC Club Apartments                  4,451,382      4,466,051
                                   $12,851,382    $13,737,201


KC Club Apartments

The KC Club Apartments' mortgage note payable is collateralized by the
apartment buildings, personal property and assignment of its leases and rents.  
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

NOTE C--NON-RECOURSE MORTGAGE DEBT--CONT'D.

The terms of the promissory note require the Partnership to pay interest only
for the first three years on a monthly basis.  Commencing on May 1, 1992, the
Partnership began making principal payments in an amount sufficient to
amortize the indebtedness over the next 30 years.  The loan matures on May 31,
2004, at which time the Partnership is required to make a balloon payment
in an amount equal to the outstanding principal balance.

The interest rate is determined by adding 150 basis points to the one year
advance fund rate established by the Federal Home Loan Bank Board.  Commencing
in June 1996, the interest rate through maturity is determined by adding 175
basis points to the one year advance fund rate established by the Federal Home
Loan Bank Board.  However, the terms of the promissory note provide that in
no event during the entire term of the loan, will the minimum rate of interest
be below 8% per annum nor the maximum rate of interest be above 10% per annum.
The interest rate assessed as of December 31, 1995 was 8%.

As of December 31, 1995, the mortgage for KC Club Apartments is past due by
$385,380 due to the negative cash flow status of the apartment complex.  The
General Partner and the lender are engaged in ongoing negotiations related to
a restructure of this debt and it is anticipated that a restructure will be
completed in 1996.

Greenhills Bicycle Club Apartments

Greenhills Bicycle Club Apartments' financing package is in the form of an 
$8,400,000 first mortgage.  At acquisition, the first mortgage interest rate
was 64% of prime (as set by the financial institution) plus 1.25% per annum,
adjusted semi-annually.  On November 30, 1989, the Partnership participated in
refunding the outstanding multi-family housing revenue bond.  At that time, a
letter of credit in the initial amount of $8,619,334 was established by the
financial institution to secure the bonds.  Due to this credit enhancement, 
the tax exempt bonds were reissued at a reduced rate.  As a result, the
interest rate assessed the Partnership was modified to reflect the reduced tax
exempt bond (base) rate plus 1.00% per annum, adjusted semi-annually.  From
March 1, 1992 to November 30, 1995, the interest rate assessed on this loan
was 5.5%.

At December 31, 1995, the outstanding balance on the first mortgage was
$8,400,000.  Subsequent to year end, the Partnership entered into an agreement
with the lender which changed the terms of the note to monthly interest-only
payments at a rate of 8.0% through September 25, 1996 at which time the entire
note becomes due.  The General Partners are currently working with numerous
lenders to refinance the bonds and expect to complete the transaction prior
to that date.  
<PAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

NOTE C--NON-RECOURSE MORTGAGE DEBT--CONT'D.

The second mortgage note on Greenhills Bicycle Club Apartments matured in
October, 1994.  Through December 31, 1995 the outstanding principal and
interest of that mortgage totaled $1,073,330.  On December 28, 1995 the
Partnership entered into an assumption agreement with the General Partners,
James R. Hoyt and Hoyt Partners III L.P., in which the total balance due on
the second mortgage became the responsibility of James R. Hoyt, the individual
General Partner (Notes F and G).  Subsequent to year end, the Partnership
received a full release of the note and second deed of trust pertaining to the
mortgage. 

Cash paid for interest totaled $886,813, $888,570, and $953,267 during 1995,
1994, and 1993, respectively.

Maturities of mortgage debt are as follows:

          1996                         $  8,444,871
          1997                               48,813
          1998                               53,102
          1999                               57,767
          2000                               62,872              
          Thereafter                      4,183,957
                                        $12,851,382

NOTE D-LEASES

The Partnership entered into a land lease agreement for the land underlying
the KC Club Apartments for a term of twenty years.  The lease payments for
years 1 to 15 are calculated at 50% of that year's net operating income in
excess of an ascending scale from $650,000 to $800,000.  During years 16 to 20,
the annual lease payments are 10% of the land's then appraised value.  For
the years ended December 31, 1995, 1994 and 1993, the net operating income did
not exceed the land lease requirements which resulted in no lease payments.  In
addition, the Partnership is obligated to pay real estate taxes assessed on
the land value.  

At all times during the term of the lease, the Partnership (or its assignee)
 has the right to purchase the land at a price equal to the greater of
$2,000,000 or fair market value at the time the option is exercised.  Should
the buildings and improvements be sold prior to the end of the land lease
agreement (20 years), the Partnership is under no obligation for payment of
the land rental assessments for the remaining portion of the land lease
agreement.

The Partnership invested $500,000 (currently held as a Certificate of Accrual
with a market value of $794,000 as of December 31, 1995) 
<PAGE>

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

NOTE D-LEASES--CONT'D.

which is pledged as collateral until the property's net operating income
achieves the level of 120% of the debt service on the first mortgages for a
consecutive 24-month period or May 31, 2004, whichever is earlier.

NOTE E--RELATED PARTY--MANAGEMENT FEES

Through December 31, 1994, property management services were provided by The
Hoyt Group, a Kansas Corporation in which the individual General Partner had
a majority interest.  As of January 1, 1995, SPECS, Inc., a Kansas Corporation
in which the individual General Partner has a minority interest, receives
property management fees for providing property management services.  SPECS,
Inc. also performs various professional services for the Partnership, primarily
tax accounting, audit preparation, SEC 10Q and 10K preparation, and investor 
services.  Amounts paid by the Partnership to The Hoyt Group and SPECS, Inc.
are as follows:

                                  Years Ended December 31,       

                              1995           1994          1993  


Property management fees  $   130,229     $  115,393   $  109,513
Professional services          44,000           -0-           -0-

                          $   174,229     $  115,393   $  109,513

These professional services were provided by an unrelated entity previous to
January 1, 1995.

The General Partners are entitled to receive a Partnership Management Fee equal
to 5% of Cash Flow From Operations (as defined) for managing the normal
operations of the Partnership.  There was no management fee due for years
ending December 31, 1995, 1994 and 1993.  

NOTE F--RELATED PARTY--NOTE RECEIVABLE

On April 12, 1995, the Hoyt Partners III, L.P. executed a note in the amount
of $522,004.  The interest rates on the notes for 1993 and 1994 ranged from
6.5% to 8.5%.  Interest during 1995 was 9%.  Interest earnings for the
combined notes were $50,509 in 1995 and $44,821 in 1994.  

On December 28, 1995, the note principal and all accrued interest through that
date was retired in full pursuant to an assumption agreement between the
Partnership, Hoyt Partners III, and James R. Hoyt.  In exchange for payment of
the note (and excess costs/fees described in Note G), the General Partner
assumed full responsibility for the matured second mortgage on Greenhills 
Apartments.  Subsequent to year end, the Partnership was provided with an
executed release of the note and second deed of trust relating to the
Greenhills mortgage.


<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

NOTE F--RELATED PARTY--NOTE RECEIVABLE--CONT'D.

Funds advanced to Secured Investment Resources Fund, L.P. is being repaid at
the rate of $3,000 per month beginning May 1, 1995 including 9% interest.

Amounts due from related parties consist of the following:
                                           December 31,       
                                       1995            1994   
Hoyt Partners III, L.P.            $       ---     $   522,004   
Secured Investment Resources
  Fund, L.P.                            74,643          85,100
                                   $    74,643     $   607,104

NOTE G--SYNDICATION COSTS AND ACQUISITION FEES

Because of many factors, the Partnership did not raise the level of capital
anticipated during the offering period.  As a result, syndication and
acquisition costs and the Related Party Note Receivable, outlined in Note F,
exceeded the amount allowed under the Partnership Agreement.  The General
Partners are obligated to reimburse these excess costs/fees.   

Hoyt Partners III, L.P., a General Partner of the Partnership (or its assignee),
has been paid an acquisition fee of $680,000.  This fee was for selecting,
evaluating, negotiating, and closing services on the acquisition of KC Club
Apartments and Greenhills Bicycle Club Apartments.  As stated in the Prospectus,
acquisition fees may not exceed 11.5% of the gross proceeds of limited
partnership interests issued ($556,888).  The General Partners are obligated
to reimburse these excess costs/fees.

On December 28, 1995, the excess costs and fees were reduced to $21,751
pursuant to an assumption agreement between the Partnership, Hoyt Partner III,
and James R. Hoyt.  In exchange for payment of the excess costs and fees, (as
well as the note receivable described in Note F) the General Partner assumed
full responsibility for the matured second mortgage on Greenhills Apartments.
Subsequent to year end, the Partnership was provided with an executed release
of the note and second deed of trust relating to the Greenhills mortgage.

                                            December 31,       
                                       1995            1994   
General Partners--Excess
 Syndication  Costs: 
   Paid by the Partnership              21,751         365,057 
   Excess acquisition fees                 ---         118,362   
     Total                         $    21,751     $   483,419 
<PAGE>

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

     NOTE H--ACCOUNTS PAYABLE AND ACCRUED EXPENSES

     Accounts payable and accrued expenses consist of the following:

                                           December 31,        
                                       1995            1994    

     Vendor accounts payable       $     34,648    $     83,997
     Property taxes                     465,872         449,997
     Professional fees                   29,562          22,476
     Utilities                           25,618          18,792 
     Insurance                           14,145           9,833
     Payroll reimbursement               13,894          10,814  
                                   $    583,739    $    595,909  

Delinquent real estate taxes for the Partnership include $58,710 of 1995 taxes
on KC Club Apartments.  Bicycle Club real estate taxes consist of $245,941 and
$152,446 for the County and City respectively.  
<PAGE>

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

NOTE I--INCOME TAXES

The Partners' capital accounts differ for financial reporting purposes and
federal income tax purposes.  The primary differences result from depreciation.
The effect of these items is summarized as follows:

                                                    December 31,        
                                               1995            1994     
Financial reporting basis:
  Total assets                        $ 13,222,768     $ 14,226,840 
  Total liabilities                    (13,930,190)     (14,762,703) 

  Total Partners' (deficit) capital   $   (707,422)    $   (535,863) 

Tax basis:
  Total assets                        $ 13,645,396     $ 14,707,435 
  Total liabilities                    (12,808,552)     (13,668,766) 

  Total Partners' capital             $    836,844     $  1,038,669  


                                       Years Ended December 31,         
                                  1995           1994           1993     

Partnership loss-financial
  reporting purposes          $   (171,559)  $   (628,374)  $   (581,040)  
Book versus tax differences
  due to:       
    Depreciation and
     amortization                  (57,303)       100,745        166,417 
    Other                           27,037        (12,681)       (12,363)  

                                   (30,266)        88,064        154,054   
Partnership loss-federal
  income tax purposes         $   (201,825)  $   (540,310)  $   (426,986)

NOTE J--CASH DISTRIBUTIONS

No distributions have been made since July 1990.  Future distributions will
only be made from excess cash flow not needed for working capital
reserves.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.
  
NOTE K--PARTNERSHIP LIQUIDITY

The Partnership operates within the real estate industry and is subject to
its economic forces, which contributes additional liquidity risk to the
Partnership's investment portfolio.  These risks include, but are not limited
to, changes in general or local economic conditions, changes in interest rates
and the availability of permanent mortgage financing which may render the
acquisition, sale or refinancing of the property difficult or unattractive,
changes in real estate and zoning laws, increases in real estate taxes, federal
or local economic or rent controls, floods, earthquakes and other acts of God
and other factors beyond the control of the Partnership's management.  The
illiquidity of real estate investments generally may impair the ability of the
Partnership to respond promptly to changing economic conditions.

The General Partners believe that sufficient working capital will be available
to fund known, ongoing operating and capital expenditure requirements of the
Partnership during 1996.  The anticipated working capital sources are payments
received on notes and miscellaneous receivables and cash flow from operations
during 1996, which is expected to improve over that of the previous year.
Several factors which could positively affect 1996 operations are the
implementation of rental rate increases at both properties and decreases in the
amount of promotional rent discounts allowed for the leasing of apartment
units.  

Accomplishment of these objectives is partially predicated on the real estate
economic conditions discussed above, which are beyond the control of the
Partnership, and will influence the achieved results.   Retirement of the
second mortgage on Greenhills should enable the Partnership to refinance the
remaining first mortgage debt in 1996.  Due to the tax exempt status of those
bonds, the resulting loan should be at favorable interest rates to the
Partnership.

The Partnership is currently in negotiations with the mortgage holder on KC
Club Apartments concerning a restructure of that debt.  More favorable interest
rates and possible principal write downs are under consideration.  Completion
of a restructure would positively impact the Partnership.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--CONT'D.

NOTE L--DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS

The following methods and assumptions were used to estimate the fair value of
each class of financial instrument for which it is practicable to estimate
that value:

Long-Term Investments.  The fair value of some investments are estimated based
on quoted market prices for those or similar investments.

Long-Term Debt.  The fair value of the Partnership's long-term debt is
estimated based on the quoted market prices for the same or similar issues
or on the current rates offered to the Partnership for debt of the same
remaining maturities.

The estimated fair values of the Partnership's financial instruments are as
follows:
                                        Carrying         Fair
          1995                           Amount         Value
     
     Long-term investment             $   827,500   $ 1,034,000

     Long-term debt                   $12,851,400   $12,229,000


NOTE M--SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION    

Non cash activity for the year ended December 31, 1995 is as follows:

Assumption agreement with General Partners, 
  James R. Hoyt and Hoyt Partners III

Mortgage debt assumed by General Partner     $871,150

Accrued interest assumed by General Partner  $202,180

Notes receivable retired                     $611,662

Syndication costs refunded                   $461,668

<PAGE>
Item 9.   Changes in and Disagreements with Registrant's
          Certifying  Accountants on Accounting and Financial
          Disclosure.

          None.
                                 PART III

Item 10.  Directors and Executive Officers of the Registrant.

          The General Partners of the Partnership are James R. Hoyt
          (individual), Hoyt Partners III, L.P. (partnership) and Nichols
          Resources, Ltd. (corporation).

          Nichols Resources, Ltd.  (the Corporate General Partner) is a
          Missouri corporation formed on August 22, 1988 for the purpose of
          acting as a general partner of public real estate programs and 
          otherwise investing in and dealing with limited partnerships,
          property management and the real estate syndication business. 
          The Corporate General Partner is a wholly-owned subsidiary of the
          J.C. Nichols Company.  Nichols Resources, Ltd issued 15,000 shares
          of common stock for $1,500,000 on August 22, 1988.

          James R. Hoyt (the Individual General Partner), age 58, holds a
          Bachelor's Degree in Business Administration and is a licensed real
          estate broker in two states.  Mr. Hoyt has been actively involved for
          more than the past twenty years in various real estate endeavors
          including development, syndication, property management and
          brokerage.  

          Mr. Hoyt is the Individual General Partner and sponsor of Secured
          Investment Resources Fund, L.P. (S.I.R.) and Secured Investment
          Resources Fund, L.P. II, (S.I.R. II).  Since 1983, Mr. Hoyt has been
          involved as the Individual General Partner in ten specified real
          estate private placement offerings.  As of December 31, 1995, these
          partnerships, including Secured Investment Resources Fund, L.P. III,
          have raised a total of $60,709,750.

          SIR Partners III, L.P. f/k/a Hoyt Partners III, L.P., (the
          Partnership General Partner) is a limited partnership organized on
          February 23, 1988 under the statutes of the State of Missouri.
          James R. Hoyt is the General Partner.  The Partnership was formed for
          the purpose of acting as a general partner and acquisition agent of
          Secured Investment  Resources Fund, L.P. III.
<PAGE>

Item 11.  Management Compensation

          During 1995, The partnership paid $130,229 in fees to related parties
          for property management services.  


Item 12.  Security Ownership of Certain Beneficial Owners and
          Management.

          (a)  Security Ownership of certain beneficial owners.

               No individual or group as defined by Section 13(b)(3) of the
               Securities Exchange Act of 1934, known to the registrant is the
               beneficial owner of more than 5 percent of the registrant's
               securities.

          (b)  Security ownership of Management.

               The General Partners own less than 1%.

          (c)  Change in Control.

               None.

Item 13.  Certain Relationships and Related Transactions.

          See Notes to Financial Statements, Notes F and G
          appearing in Item 8.
<PAGE>
                         PART IV

Item 14.  Exhibits, Financial Statement Schedules and Reports
          on Form 8-K.

          (a)(1)    The following Financial Statements of Secured
                    Investment Resources Fund, L.P. III, are
                    included in Item 8:

          SECURED INVESTMENT RESOURCES FUND, L.P.III        Page

            (i)     Independent Auditors' Report              9 
     
            (ii)    Consolidated Balance Sheets - 
                     December 31, 1995 and 1994             10-11

            (iii)   Consolidated Statements of Operations -
                     Years Ended December 31, 1995,
                     1994, and 1993                          12
    
            (iv)    Consolidated Statements of Partnership
                     Capital - Years Ended December 31,
                     1995, 1994, and 1993                    13

            (v)     Consolidated Statements of Cash Flows -
                     Years Ended December 31, 1995,
                     1994, and 1993                         14-15

            (vi)    Notes to Consolidated Financial
                     Statements                             16-24


          (a)(2)    The following Financial Statement Schedules as
                    part of this report:

            (i)     Schedule II - Allowance For Doubtful
                    Accounts Information                     32

            (ii)    Schedule III - Real Estate and
                    Accumulated Depreciation                33-34


     All schedules other than those indicated in the index have been omitted
     as the required information is presented in the financial statements,
     related notes or is inapplicable.

<PAGE>
         (a)(3)    The following Exhibits are Incorporated by Reference
                   and are an integral part of this Form 10-K.

          Exhibit Number                Description
                    
               (3)            (a) Amended and Restated Agreement
                                   of Limited Partnership. (iii)
                              
                              (b) Certificate of Limited
                                   Partnership. (i)

               (4)            (a) Form of Subscription Agreement. (iii)

                              (b) Form of Certificate evidencing
                                   units. (i)

              (10)            (a) Property Management Agreement
                                   between Partnership and The   
                                   Hoyt Group Limited Partnership
                                   (formerly En-Com Properties,  
                                   Ltd.). (ii)

                              (b) Escrow Agreement between the
                                   Partnership and The Mission
                                   Bank. (i) 

                              (c) Real Estate Contract of Sale
                                   for the Brywood Hills          
                                   Apartments. (iv)

                              (d) Real Estate Contract of Sale
                                   for The Greenhills Bicycle
                                   Club (formerly Candlewyck
                                   Apartments). (v)

                              (e) Deed of Trust and Promissory   
                                   Note for Brywood Hills         
                                   Apartments. (vii) 

                              (f) Deed of Trust and Promissory
                                   Notes for Greenhills Bicycle
                                   Club (formerly Candlewyck
                                   Apartments). (vii)

              (16)            (a) Letter regarding change in
                                   certifying accountant. (vi)   
     
              (25)            (a) Power of Attorney. (i)
     
              (28)            (b) Guarantee of General Partners. (i)
<PAGE>
    (i)   Previously filed on September 13, 1988 as an Exhibit to
          the Registration Statement on Form S-11 (file no. 33-
          24235) such Exhibit and Registration Statement
          incorporated herein by reference.

    (ii)  Previously filed on December 7, 1988 as an Exhibit to
          Amendment #1 to registration Statement of Form S-11
          such Exhibit and Registration Statement incorporated
          herein by reference.

    (iii) Previously filed on December 7, 1988 as part of
          Amendment #1 to Registration Statement and incorporated
          herein by reference.

    (iv)  Previously filed as an exhibit to a current report on  
          Form 8-K dated June 12, 1989 which exhibit and Form is
          incorporated herein by reference.

    (v)   Previously filed as an exhibit to a current report on
          Form 8-K dated October 30, 1989 which exhibit and Form
          is incorporated herein by reference.

    (vi)  Previously filed as an exhibit to a current report on
          Form 8-K dated December 4, 1989 which exhibit and Form
          incorporated herein by reference.

    (vii) Filed herewith.

   (b)    Report of Form 8-K filed during the fourth quarter.

          None.


(The remainder of this page intentionally left blank.)
<PAGE>

                    Secured Investment Resources Fund L.P. III
                   Schedule II - Allowance for Doubtful Accounts
                              December 31, 1995



                  Balance at                   Bad Debt Write   Balance at
                 Beginning of    Charged to     Offs Deducted       End
                    Period       Operations    From Allowance   of Period 

For Years Ended December 31, 

     1993             $33,363      $(12,363)          $   ---      $21,000

     1994              21,000       (13,186)              ---        7,814

     1995               7,814       (   664)              ---        7,150
     
             

<PAGE>
<TABLE>
                            Secured Investment Resources Fund, L.P. III
                         Schedule III - Real Estate & Accumulated Depreciation
                                  December 31, 1995
<CAPTION>
                                                       Initial Cost to Partnership  (a)      Subsequent to Acquisition 
                                                                Buildings &    Furniture                   Reduction 
                                  Encumbrances        Land     Improvements    Equipment    Improvements  of Basis (B)  
<S>                               <C>            <C>        <C>              <C>          <C>            <C> 
    
Garden Apartments:
   KC Club Apartments               $4,451,382   $      --- $ 4,775,465      $  295,527   $    134,622      (216,021)
   Kansas City, MO 

   Green Hills Bike Club             8,400,000      430,937   9,988,057         832,619        262,953      (576,842)
   Kansas City, MO
 
Other Equipment                            ---          ---         ---             ---         12,180           --- 
    TOTALS                         $12,851,382   $  430,937 $14,763,522    $  1,128,146   $    409,755     $(792,863)

</TABLE>
<TABLE>
                                          Gross Amount at Which
                                         Carried at Close of Period                        
<CAPTION>
                                                Buildings &    Furniture                   Accumulated       Date     Depreciation
                                        Land   Improvements    Equipment       Total      Depreciation     Acquired       Life    
<S>                               <C>          <C>           <C>           <C>            <C>           <C>           <C>
Garden Apartments: 
   KC Club Apartments                           $ 4,635,598  $  353,995    $ 4,989,593    $1,300,548     30-Jun-89      30 Yrs (1)
   Kansas City, MO                                                                                                       5 Yrs (2)

   Greenhills Bike Club              407,226      9,518,712   1,011,786     10,937,724     2,890,104     27-Oct-89      30 Yrs (1)
   Kansas City, MO                                                                                                       5 Yrs (2)

   Other Equipment                       ---            ---      12,180         12,180        12,013                     5 Yrs (2)
                              
                                    $407,226    $14,154,310  $1,377,961    $15,939,497    $4,202,665
</TABLE>
<PAGE>

(1) Estimated useful life of buildings.
(2) Estimated useful life of furniture and fixtures.            

NOTES:
(a) The initial cost to the Partnership represents the original purchase
    price of the properties, including $205,562 and $145,578 of improvements
    incurred in 1988 and 1987, respectively, which were contemplated at the
    time the property was acquired.

(b) Receipts received under the terms of certain guarantee agreements are
    recorded by the Partnership as a reduction of the basis of the property
    to which the guaranteed income relates.
<PAGE>
(c) Reconciliation of Real Estate Owned:
<TABLE>
<CAPTION>
                                                             Buildings &  Furniture &
                                     Total          Land    Improvements    Equipment   
<S>                                <C>          <C>          <C>           <C>
Balance at  January  1, 1993       $15,636,913  $  407,226   $14,068,736   $1,160,951
  Additions during year:                                                        
  Reclassifications                        ---         ---         6,931       (6,931)
  Improvements                          50,818                    19,315       31,503

Balance at December 31, 1993        15,687,731     407,226    14,094,982    1,185,523
  Additions during year:
    Reclassifications                        -           -             -            -
    Improvements                        87,282                    37,572       49,710
                                                                                     
Balance at December 31, 1994        15,775,013      407,226   14,132,554    1,235,233
  Additions during year:
    Improvements                       164,484          ---       21,756      142,728
                                                                                      
Balance at December 31, 1995       $15,939,497   $  407,226  $14,154,310   $1,377,961                                           

(d) Reconciliation of Accumulated
    Depreciation:
Balance at  January  1, 1993        $2,339,786   $      ---    $1,588,533     $751,253
  Additions during year:
    Depreciation Expense               707,801          ---       474,283      233,518
    Reclassifications                                              34,087      (34,087)
Balance at December 31, 1993         3,047,587          ---     2,096,903      950,684
  Additions during year:
    Depreciation Expense               647,836          ---       477,883      169,953
Balance at December 31, 1994         3,695,423          ---     2,574,786    1,120,637
  Additions during year:
    Depreciation Expense               507,242          ---       437,578       69,664
Balance at December 31, 1995        $4,202,665  $       ---    $3,012,364   $1,190,301
</TABLE>
<PAGE>
(e)  The total gross amount of real estate at December 31, 1995 includes
     $566,888 of acquisition fees paid to affiliates.

 
 April 15, 1996<PAGE>
                          SIGNATURES


 Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.


                            SECURED INVESTMENT RESOURCES FUND, L.P. III
                            A Missouri Limited Partnership
                             (Registrant)



                    By:   /s/ James R. Hoyt                    
                             James R. Hoyt
                        as Individual General Partner

                   Date:     April 10, 1995    

 Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the
dates indicated.


                   By: Hoyt Partners III, L.P.
                      as General Partners


                   By:  /s/ James R. Hoyt                     
                             James R. Hoyt
                     as Individual General Partner


                   Date:     April 10, 1995     


 Supplemental Information to be Furnished With Reports Filed
Pursuant to Section 15(d) of the Act by Registrants Which have
not Registered Securities Pursuant to Section 12 of the Act.

 No annual report or proxy material has been sent to security
 holders.


 

<TABLE> <S> <C>

<ARTICLE> 5
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                                0
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