FORM 10-Q


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                    For the quarter ended September 30, 1999

                                       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.)

1100 Main, Suite 2100, Kansas City, Missouri       64105
(Address of principal executive offices)          (Zip Code)

Registrant's telephone number,                  (816) 421-4670
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



<PAGE>


                   SECURED INVESTMENT RESOURCES FUND, L.P. III


                                      Index


PART I.  FINANCIAL INFORMATION                                             Page

Item 1.   Financial Statements (Unaudited):

          Consolidated Balance Sheets -- September 30, 1999
           and December 31, 1998                                            3-4

          Consolidated Statements of Operations -- Three & Nine
           Months Ended September  30, 1999 and 1998                          5

         Consolidated Statements of Partners' Deficit --
           Nine Months Ended September 30, 1999 and
           the Years Ended December 31, 1998 and 1997                         6

          Consolidated Statements of Cash Flows -- Nine
           Months Ended September 30, 1999 and 1998                           7

          Notes to Consolidated Financial Statements                       8-10

Item 2.   Management's Discussion and Analysis
           of Financial Condition and Results
           of Operations                                                  11-12

PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings                                                  13

Item 2.   Changes in Securities                                              13

Item 3.   Defaults Upon Senior Securities                                    13

Item 4.   Submission of Matters to a Vote of
           Security Holders                                                  13

Item 5.   Other Information                                                  13

Item 6.   Exhibits and Reports on Form 8-K                                   13

SIGNATURES                                                                   14


<PAGE>

PART I.   FINANCIAL INFORMATION

Item 1.   FINANCIAL STATEMENTS

SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

<TABLE>
<CAPTION>
                                                September 30,       December 31,
                                                    1999                1998
                                                -------------       ------------
<S>                                             <C>                 <C>
(In thousands)
ASSETS

INVESTMENT PROPERTIES                              $6,970              $7,221
                                                   ------              ------

RESTRICTED DEPOSITS                                   203                 155
                                                   ------              ------
CASH                                                  344                 130
                                                   ------              ------
OTHER ASSETS
  Rents and other receivables                          --                   2
  Prepaid expenses, deposits and other                  7                  20
  Debt issuance costs, net of
   accumulated amortization of
   $205 in 1999 and $158
   in 1998                                            116                 163
                                                   ------              ------
                                                      123                 185
                                                   ------              ------
      TOTAL ASSETS                                 $7,640              $7,691
                                                   ======              ======
</TABLE>

See notes to consolidated financial statements.

                                       3
<PAGE>

SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED BALANCE SHEETS--CONT'D.

<TABLE>
<CAPTION>
                                                        September   December
                                                           1999      1998
(In thousands except unit information)                 (Unaudited)

<S>                                                     <C>         <C>
LIABILITIES AND PARTNERS' DEFICIT
  Mortgage payable                                       $ 7,912   $ 7,963
  Accounts payable and
   accrued expenses                                          147        48
  Accrued management fees - General Partners                  10        18
  Accrued interest                                            60        60
  Unearned revenue                                             3        26
  Tenant security deposits                                    79        71
                                                         -------   -------
      TOTAL LIABILITIES                                    8,211     8,186
                                                         -------   -------
PARTNERS' DEFICIT

  General Partners (4 units authorized
        and outstanding)
    Capital contributions                                      2         2
    Partners' deficit                                        (45)      (44)
                                                         -------   -------
                                                             (43)      (42)
                                                         -------   -------
  Limited Partners (60,000 units authorized;
        9,685 units outstanding)
    Capital contributions                                  3,915     3,915
    Partners' deficit                                     (4,443)   (4,368)
                                                         -------   -------
                                                            (528)     (453)

 TOTAL PARTNERS' DEFICIT                                    (571)     (495)
                                                         -------   -------
 TOTAL LIABILITIES & PARTNERS' DEFICIT                   $ 7,640   $ 7,691
                                                         =======   =======
</TABLE>

See notes to consolidated financial statements.

                                       4

<PAGE>

SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

<TABLE>
<CAPTION>
                                          Nine Months Ended   Three Months Ended
(In thousands except per unit information)   September 30,       September 30,
<S>                                       <C>        <C>        <C>        <C>
                                           1999       1998       1999       1998
REVENUES
  Rents                                   1,377      1,382        488        468
  Other Income                               82         70         39         30
                                          -----      -----      -----      -----
                                          1,459      1,452        527        498
                                          -----      -----      -----      -----
OPERATING AND
 ADMINISTRATIVE EXPENSES
  Property operating expenses               396        348        150        139
  General and administrative expenses       119        108         38         43
  Professional services                      69        122         14         55
  Management fees                            86         72         36         24
  Depreciation and amortization             338        318        112        105
                                          -----      -----      -----      -----
  NET OPERATING INCOME                    1,008        968        350        366

NON-OPERATING INCOME (EXPENSE)
  Interest Expense                         (535)      (561)      (178)      (187)
  Interest Income                             8         12          3          3
                                          -----      -----      -----      -----
                                            527        549        175        184
                                          -----      -----      -----      -----
PARTNERSHIP GAIN (LOSS)                     (76)       (65)         2        (52)
BEFORE EXTRAORDINARY ITEM                 -----      -----      -----      -----

EXTRAORDINARY ITEM
 Gain on forgiveness of debt                 --        779         --         --
 Gain on early extinguishment of debt        --        197         --        197
                                          -----      -----      -----      -----
                                             --        911         --        197
                                          -----      -----      -----      -----
PARTNERSHIP GAIN (LOSS)                   $ (76)   $   911    $     2    $   145
                                          =====    =======    =======    =======
Allocation of gain (loss):
  General Partners                           (1)         9         --          1
  Limited Partners                          (75)       902          2        144
                                          -----      -----      -----      -----
                                          $ (76)     $ 911    $     2    $   145
                                          =====    =======    =======    =======
Partnership gain (loss) per
 limited partnership unit               $ (7.85)   $ 93.15 $      .21    $ 14.86
                                          =====    =======    =======    =======
</TABLE>

See notes to consolidated financial statements.

                                       5
<PAGE>

SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED STATEMENTS OF PARTNERSHIP DEFICIT

Nine Months Ended September 30, 1999 (Unaudited)
and the Years Ended December 31, 1998 and 1997

<TABLE>
<CAPTION>
<S>                              <C>            <C>              <C>
                                 General        Limited
                                 Partners       Partners          Total

(In thousands)
Balances at January 1, 1997         (48)         (1,037)        (1,085)

Partnership gain (loss)              (2)           (202)          (204)
                                 ------          ------         ------
Balances at December 31, 1997       (50)         (1,239)        (1,289)

Partnership gain (loss)               8             786            794
                                 ------          ------         ------
Balances at December 31, 1998       (42)           (453)          (495)

Partnership gain (loss)              (1)            (75)           (76)
                                 ------          ------         ------
Balances at September 30, 1999   $  (43)         $ (528)        $ (571)
                                 ======          ======         ======
</TABLE>

See notes to consolidated financial statements.

                                       6
<PAGE>


SECURED INVESTMENT RESOURCES FUND, L.P. III

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

<TABLE>
<CAPTION>
                                                 Nine Months Ended
                                                   September 30,
<S>                                                <C>      <C>
  (In thousands)                                   1999     1998
OPERATING ACTIVITIES
  Partnership gain (loss)                           (76)     911
Adjustments to reconcile partnership gain
   (loss) to net cash provided by (used in)
   operating activities:
     Depreciation and amortization                  338      317
     Extraordinary Item                              --     (976)
  Changes in assets and liabilities:
    Rent and other receivables                        2      (20)
    Prepaid expenses, deposits, and other            13       12
    Accounts payable and
     accrued expenses                                91       36
    Accrued interest                                 --      (11)
    Unearned revenue                                (23)      (3)
    Tenant security deposits                          8       (8)
                                                  -----    -----
NET CASH PROVIDED BY
 OPERATING ACTIVITIES                               353      258
                                                  -----    -----
INVESTING ACTIVITIES
  Purchase of and improvements to
   investment properties                            (40)    (114)
  Restricted Reserve Funds                          (48)     (46)
  Excess Syndication Costs                           --       22
                                                  -----    -----
NET CASH PROVIDED BY (USED IN)
 INVESTING ACTIVITIES                               (88)    (138)
                                                  -----    -----
FINANCING ACTIVITIES
  Note Receivable from Related Party                 --       85
  Principal payments on mortgage debt               (51)    (313)
                                                  -----    -----
NET CASH (USED IN)
 FINANCING ACTIVITIES                               (51)    (228)
                                                  -----    -----
INCREASE (DECREASE) IN CASH AND
 CASH EQUIVALENTS                                   214     (108)

CASH AND CASH EQUIVALENTS BEGINNING
 OF PERIOD                                          130      317
                                                  -----    -----
CASH AND CASH EQUIVALENTS END                     $ 344    $ 209
 OF PERIOD                                        =====    =====

</TABLE>

See notes to consolidated financial statements

                                       7
<PAGE>

SECURED INVESTMENT RESOURCES FUND, L.P. III

NOTES TO FINANCIAL STATEMENTS (Unaudited)

September 30, 1999

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting  principles for interim financial information
and with the  instructions  for Form  10-Q and  Article  10 of  Regulation  S-X.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In the opinion of management,  all adjustments  (consisting of normal  recurring
accruals)  considered  necessary  for a fair  presentation  have been  included.
Operating  results for the nine month  period ended  September  30, 1999 are not
necessarily  indicative  of the results  that may be expected for the year ended
December 31, 1999. For further  information,  refer to the financial  statements
and footnotes thereto included in the  Partnership's  annual report on Form 10-K
for the year ended December 31, 1998.

NOTE 1--MORTGAGES PAYABLE

Non-Recourse mortgage debt consists of the following:

<TABLE>
<CAPTION>
<S>                                   <C>                      <C>
                                      September 30,            December 31,
                                         1999                     1998
Real Estate Mortgages:
Greenhills Bicycle Club Apartments     $7,912,000              $7,963,000

</TABLE>

Interest  expense totaled  $535,000 and $561,000 during the first nine months of
1999 and 1998, respectively.


                                       8
<PAGE>



SECURED INVESTMENT RESOURCES FUND, L.P. III
NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1--MORTGAGES PAYABLE--CONT'D.

Mortgage  payable,  bank,  original  balance  of  $8,100,000  payable in monthly
installments of $65,000 including  principal and interest.  Due August 2001 with
interest at 9%; collateralized by investment property.

The carrying value for the above mortgage payable approximates fair value.

NOTE 2--RELATED PARTY TRANSACTIONS

   Through  December 31, 1998,  SPECS,  Inc., a Kansas  corporation in which the
former  individual  General Partner has a majority  interest,  received property
management  fees of 5% of the monthly  gross  receipts  for  providing  property
management services.  SPECS, Inc. also performed various  professional  services
for the Partnership,  primarily tax accounting,  audit preparation, SEC 10-Q and
10-K preparation, and investor services.

   On January 1, 1999, the  Partnership  entered into a new property  management
agreement with Maxus Properties,  Inc. (Maxus).  Under this agreement,  Maxus is
providing  management  and other services for the  Partnership  similar to those
services  described above.  Maxus receives a management fee of 5% of the monthly
gross receipts.

Amounts paid by the Partnership to Maxus Properties, Inc. and SPECS, Inc. are as
follows:

<TABLE>
<CAPTION>
                                                  Nine Months Ended
                                                    September 30,
<S>                                             <C>             <C>
                                                1999            1998
                                                ----            ----

     Property Management Fee                 $ 76,000        $ 72,000
     Partnership Management Fee              $ 10,000        $    ---

</TABLE>

   The General  Partners are entitled to receive a  Partnership  management  fee
equal to 5% of total  operating  cash flows (as defined) for managing the normal
operations  of the  Partnership.  The  Partnership  incurred  $10,000 of expense
through September  30,1999 for the partnership  management fees. The Partnership
incurred  partnership  management  fee  expense  of  $18,000  for the year ended
December  31, 1998.  There was no  partnership  management  fee due for the year
ended December 31, 1997.

NOTE 3--CASH DISTRIBUTIONS

   No distributions  have been made since July, 1990. Future  distributions,  if
any, will be made from excess cash flow not needed for working capital purposes.


                                       9
<PAGE>

SECURED INVESTMENT RESOURCES FUND, L.P. III
NOTES TO FINANCIAL STATEMENTS (Unaudited)


NOTE 4 - EXTRAORDINARY ITEM

   During the nine months ended September, 1998, the Partnership realized a gain
of $779,000 as the result of the  foreclosure  by the mortgage  holder on the KC
Club Apartments in satisfaction of the related debt.

   Under the  terms of the  foreclosure,  net  assets  with a net book  value of
$3,143,000 were  surrendered to the KC Club  Apartments  mortgage holder and the
Partnership was relieved of the mortgage obligation amounting to $3,922,000. The
resulting gain amounted to $779,000.


NOTE 5-- ADDITIONAL CASH FLOW INFORMATION

<TABLE>
<CAPTION>
                                                            September 30,
<S>                                                      <C>             <C>
(In thousands)                                           1999            1998
                                                         ----            ----
Noncash Investing and Financing Activities
------------------------------------------
     Assets exchanged for the forgiveness of debt       ------          $3,405
     Debt forgiven in exchange for assets               ------          (4,251)

Additional Cash Payment Information
-----------------------------------
     Interest Paid                                         535             643
</TABLE>
                                       10

<PAGE>

Item 2.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations

Results of Operations

Total revenues for the first nine months increased $7,000 (.5%) when compared to
the same period in 1998.  The  majority of the increase is due to an increase in
other  income.  An increase in bad debt expense was offset by an increase in the
charges for break lease fees and damage reimbursement.

Property  operating expenses for the first nine months of 1999 increased $48,000
(13.8%)  compared  to the same  period in 1998.  Of the total  increase,  $8,000
relates to  increased  payroll  expenses,  because  the  maintenance  supervisor
position  filled in 1999 was not  filled  in 1998.  Utility  expenses  increased
$22,000 due to increased  usage of utilities in vacant units,  as well as a rate
increase. $18,000 of the increase is due to increased property taxes.

Professional  service expense  decreased  $53,000 (43.4%)  compared to the first
nine months of 1998.  The majority of the decrease is due to a decrease in legal
fees related to the foreclosure of the KC Club Apartments and other  Partnership
related  matters from 1998.  The decrease in fees related to the  foreclosure of
the KC Club  Apartments  and other  Partnership  related  matters was  partially
offset by an increase in accounting  and legal fees related to the filing of the
1996 and 1997 Form 10-K's for the  Partnership  with the Securities and Exchange
Commission.

Management  fee expense for the first nine months  increased by $14,000  (19.4%)
compared to the same period in 1998. The increase is partially due to management
fees for the Greenhills Bicycle Club Apartments taken by SPECS, Inc. in January,
1999 , relating to the period ending December 31, 1998.  $10,000 of the increase
is due to accrued partnership management fees due to the General Partners.

The Partnership anticipates that the operating results for the first nine months
will be representative of the results for the remaining portion of the year.

Liquidity and Capital Resources

During the first nine months of 1999,  $353,000 of working  capital was provided
by  operations,  $88,000 was used for investing  activities and $51,000 was used
for financing activities.

Based upon the above, the General Partners feel that adequate working capital is
available  to maintain the  solvency of this  entity.  In addition,  the General
Partners also  anticipate  that 1999 cash flow from  operations will continue to
improve  because of strong  occupancy,  rental  rate  increases  and  stabilized
expenses.

The  General   Partners  have   determined  it  prudent  to   discontinue   cash
distributions  until  such  time  that  adequate  working  capital  and  capital
improvements reserves are in place.

                                       11

<PAGE>

Item 2.   Management's Discussion and Analysis of Financial
             Condition and Results of Operations

Year 2000:

Management is in the process of evaluating the risks  associated  with potential
Year 2000 computer  problems.  It is our opinion that the potential on-site Year
2000 problems at the Greenhills Bicycle Club apartments will not have a material
impact on property operations. The computer and on-site software utilized in the
day to day  operations of the property have been upgraded as of January 12, 1999
at a cost  of  approximately  $4,000  with  Year  2000  compliant  software.  No
additional  material  expenditures  are  planned  at this  time  for  Year  2000
compliance.  There are no known  non-information  technology systems (elevators,
fire alarms,  security  systems  etc.)  on-site that would be impacted by a Year
2000  problem.  There are no  elevators,  central fire alarm  systems or central
security systems on the property.  Management believes that the mission critical
systems  are  prepared  for the Year 2000,  and  non-critical  systems are being
evaluated.

Management   believes  the  worst  case  scenario  that  could  impact  property
operations  would be if third-party  utility  providers  (electricity and water)
failed to provide  services to the  property due to a Year 2000 problem in their
systems.  Management has contacted the utility  providers,  and has received and
reviewed their plans to address potential Year 2000 issues.  Management believes
the likelihood of the utility  companies' failure to provide services is remote,
and as such,  management has not developed  contingency  plans to deal with this
possibility.  Management  believes that if the utility companies fail to provide
services, the failure will by system-wide, and not confined to the property, and
therefore the investment value of the property will not be impacted.


(Remainder of this page left blank intentionally)

                                       12
<PAGE>



PART II. OTHER INFORMATION


   Item 1.   LEGAL PROCEEDINGS

             None

   Item 2.   CHANGES IN SECURITIES

             Inapplicable.

   Item 3.   DEFAULTS UPON SENIOR SECURITIES

             None.

   Item 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY
             HOLDERS

             None.

   Item 5.   OTHER INFORMATION

             Inapplicable.

   Item 6.   EXHIBIT AND REPORTS ON FORM 8-K

            (a)   Exhibits

                  Exhibit 27 Financial Data Schedule

            (b)   Reports on Form 8-K

                  None.

                                       13
<PAGE>

                                   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, thereunto duly authorized.


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



              By: Nichols Resources, Ltd.
                  as General Partner

                /S/ Christine A. Robinson

                  Christine A. Robinson
                  President (Principal Financial and Chief Accounting Officer)



Date: November 12, 1999

                                       14
<PAGE>