EXHIBIT 24     



                               POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that the undersigned officers of JMB
Realty Corporation, the corporate general partner of JMB MORTGAGE PARTNERS,
LTD. - III, do hereby nominate, constitute and appoint GARY NICKELE, GAILEN
J. HULL, DENNIS M. QUINN or any of them, attorneys and agents of the
undersigned with full power of authority to sign in the name and on behalf
of the undersigned officers a Report on Form 10-K of said partnership for
the fiscal year ended November 30, 1998, and any and all amendments
thereto, hereby ratifying and confirming all that said attorneys and agents
and any of them may do by virtue hereof.

      IN WITNESS WHEREOF, the undersigned have executed this Power of
Attorney the 31st day of December, 1998.


H. RIGEL BARBER
-----------------------
H. Rigel Barber                            Chief Executive Officer



GLENN E. EMIG
-----------------------
Glenn E. Emig                              Chief Operating Officer




      The undersigned hereby acknowledge and accept such power of authority
to sign, in the name and on behalf of the above named officers, a Report on
Form 10-K of said partnership for the fiscal year ended November 30, 1998,
and any and all amendments thereto, the 31st day of December, 1998.


                                           GARY NICKELE
                                           -----------------------
                                           Gary Nickele



                                           GAILEN J. HULL
                                           -----------------------
                                           Gailen J. Hull



                                           DENNIS M. QUINN
                                           -----------------------
                                           Dennis M. Quinn



<PAGE>


                                                              EXHIBIT 24     



                               POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that the undersigned officers of JMB
Realty Corporation, the corporate general partner of JMB MORTGAGE PARTNERS,
LTD. - III, do hereby nominate, constitute and appoint GARY NICKELE, GAILEN
J. HULL, DENNIS M. QUINN or any of them, attorneys and agents of the
undersigned with full power of authority to sign in the name and on behalf
of the undersigned officers a Report on Form 10-K of said partnership for
the fiscal year ended November 30, 1998, and any and all amendments
thereto, hereby ratifying and confirming all that said attorneys and agents
and any of them may do by virtue hereof.

      IN WITNESS WHEREOF, the undersigned have executed this Power of
Attorney the 31st day of December, 1998.


NEIL G. BLUHM
-----------------------              President and Director
Neil G. Bluhm



JUDD D. MALKIN
-----------------------              Chairman and Chief Financial Officer
Judd D. Malkin


A. LEE SACKS
-----------------------              Director of General Partner
A. Lee Sacks


STUART C. NATHAN
-----------------------              Executive Vice President
Stuart C. Nathan                     Director of General Partner




      The undersigned hereby acknowledge and accept such power of authority
to sign, in the name and on behalf of the above named officers, a Report on
Form 10-K of said partnership for the fiscal year ended November 30, 1998,
and any and all amendments thereto, the 31st day of December, 1998.


                                           GARY NICKELE
                                           -----------------------
                                           Gary Nickele



                                           GAILEN J. HULL
                                           -----------------------
                                           Gailen J. Hull



                                           DENNIS M. QUINN
                                           -----------------------
                                           Dennis M. Quinn