MANAGEMENT FEE COLLECTION AGREEMENT

   This Agreement, made and entered into as of February 22, 2001, by and between
NorthMarq Capital, Inc., a Minnesota corporation ("Lender"),  Secured Investment
Resources Fund, L.P. III, a Missouri limited partnership ("Borrower"), and Maxus
Properties, Inc., a Missouri corporation ("Agent").

                         PRELIMINARY STATEMENT OF FACTS

   A.  Agent  entered  into  a  Management   Agreement  dated  January  1,  2001
("Management  Agreement")  covering certain  property in Kansas City,  Missouri,
known as Bicycle Club  Apartments,  and which is legally  described on Exhibit A
attached hereto and made a part hereof ("Property").

   B.  Secured   Investment   Resources  Fund,  L.P.  III,  a  Missouri  limited
partnership  ("Borrower"),  owns  the  Property  and  is  the  Owner  under  the
Management Agreement, as defined therein.

   C. The Management  Agreement  provides for a management fee to Agent equal to
five  percent  (5%) of the monthly  gross  receipts  from the  operation  of the
Property.

   D.  Borrower  has secured a loan from  Lender in the amount of Eight  Million
Three Hundred Fifty Thousand and no/100 Dollars ($8,350,000.00)  ("Loan"), which
will be secured by a Multifamily Deed of Trust, Assignment of Rents and Security
Agreement covering the Property ("Mortgage").

   E.  Notwithstanding  the total management fee of five percent (5%) of monthly
gross receipts provided for in the Management Agreement, Lender has required, as
a condition  to making the Loan to  Borrower,  that Agent  collect the final one
(1%) of the  management  fee only after the  Borrower  has paid the  operational
expenses of the Property and the debt service of the Loan.

   NOW, THEREFORE, in consideration of the above and for other good and valuable
consideration,  the receipt and  sufficiency  of which are  acknowledged  by the
parties, it is agreed as follows:

   1.  Collection of Management  Fee. Agent agrees that it may collect the final
one percent  (1%) of the  management  fee only after the  Borrower  has paid the
operational expenses of the Property and the debt service of the Loan.

<PAGE>


   IN WITNESS  WHEREOF,  the undersigned  have executed this Agreement as of the
day and year first above written.

                                          LENDER:

                                          NorthMarq Capital, Inc.


                                          By: /s/ Paul W. Cairns
                                              Name:   Paul W. Cairns
                                              Title:  Vice President


STATE OF MINNESOTA                )
                                  )  ss.
COUNTY OF HENNEPIN                )

   The  foregoing  instrument  was  acknowledged  before  me  this 20th  day  of
February,  2001,  by Paul W. Cairns,  the Vice  President of NorthMarq  Capital,
Inc., a Minnesota corporation, on behalf of the corporation.


/s/ William A. Haug                              [Notary Seal]
Notary Public

                                       2

<PAGE>

                                  BORROWER:

                                  Secured Investment Resources Fund, L.P. III
                                  a Missouri limited partnership

                                  By:  Nichols Resources, Ltd.,
                                       a Missouri corporation
                                  Its: General Partner



                                       By: /s/ David L. Johnson
                                               David L. Johnson, Vice President




STATE OF MISSOURI              )
                               ) ss.
COUNTY OF CLAY                 )

   The  foregoing  instrument  was  acknowledged  before  me  this 22nd  day  of
February,  2001, by David L. Johnson,  the Vice President of Nichols  Resources,
Ltd., a Missouri  corporation,  General Partner of Secured Investment  Resources
Fund,  L.P.  III,  a  Missouri  limited  partnership,  on behalf of the  limited
partnership.


  [Notary Seal]                    /s/ Grace E. Bales
                                    Notary Public


                                       3
<PAGE>

                                            AGENT:

                                            MAXUS PROPERTIES, INC.,
                                            a Missouri corporation

                                            By: /s/ David L. Johnson
                                            Name:   David L. Johnson
                                            Title:  Chairman/CEO

STATE OF MISSOURI              )
                               )  ss.
COUNTY OF CLAY                 )

    The  foregoing  instrument  was  acknowledged  before  me this  22nd  day of
February, 2001, by David L. Johnson, the Chairman/CEO of Maxus Properties, Inc.,
a Missouri corporation, on behalf of the corporation.


[Notary Seal]                     /s/ Grace E. Bales
                                    Notary Public

                                       4

<PAGE>
                                    EXHIBIT A

                                LEGAL DESCRIPTION


Lots 1 and 2 and  Tracts A and C,  CANDLEWYCK,  a  subdivision  in Kansas  City,
Platte County, Missouri, according to the recorded plat thereof.