SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM l0-Q

Quarterly Report Under
Section 13 or 15(d)
of The Securities Exchange Act of 1934

For Quarter Ended
September 30, 2003

Commission file number
O-17248

OWENS MORTGAGE
INVESTMENT FUND,a California Limited Partnership
(Exact Name of Registrant as Specified In Its Charter)

|                                                                                                |  |                                                 
|----------------------------------------------------------------------------------------------- |  | ------------------------------------------------
|California             
   (State or other jurisdiction    
 of incorporation or organization)  |  | 68-0023931
 (I.R.S. Employer
Identification No.)
|2221 Olympic BoulevardWalnut Creek, California         
(Address of principal executive office) |  | 94595
(Zip Code)                                
|(925) 935-3840
   (Registrants Telephone number,
        including area code)                  |  |                                                 

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 for such shorter period 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

---

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

OWENS MORTGAGE
INVESTMENT FUND,
a California Limited Partnership

Consolidated Balance
Sheets

September 30, 2003 and
December 31, 2002

|                                                                 | (UNAUDITED)
September 302003 | December 312002
|---------------------------------------------------------------- | ---------------------------- | ---------------
|ASSETS                                                          
|Cash and cash equivalents                                        |                              |                
|Loans secured by trust deeds, net of allowance for               |                              |                
|losses of $4,100,000 in 2003 and $4,774,000 in 2002              |                              |                
|Interest and other receivables                                   |                              |                
|Due from affiliate                                               |                              |                
|Real estate held for sale, net of allowance for losses           |                              |                
|of $660,000 in 2003 and $250,000 in 2002                         |                              |                
|Real estate held for investment, net of accumulated depreciation |                              |                
|and amortization of $727,000 in 2003 and $628,000 in 2002        |                              |                
|                                                                 |                              |                
|                                                                 |                              |                
|                                                                 |                              |                

|LIABILITIES AND PARTNERS CAPITAL               
|------------------------------------------------
|LIABILITIES:                                    
|Accrued distributions payable                   
|Due to general partner                          
|Accounts payable and accrued liabilities        
|Note payable                                    
|Line of credit payable                          
|                                                
|Total Liabilities                               
|                                                
|Minority interest                               
|                                                
|PARTNERS CAPITAL (units subject to redemption):
|General partner                                 
|Limited partners                                
|                                                
|Total partners capital                         
|                                                
|                                                
|                                                

The accompanying notes are an
integral part of these financial statements

---

OWENS MORTGAGE
INVESTMENT FUND,
a California Limited Partnership

Consolidated Statements
of Income
For the Three and Nine Months Ended September 30, 2003 and 2002 (Unaudited)

|                                                                     | For the Three Months Ended |                  | For the Nine Months Ended
|-------------------------------------------------------------------- | -------------------------- | ---------------- | -------------------------
|                                                                     | September 302003           | September 302002 |                          
|REVENUES:                                                            |                            |                  |                          
|Interest income on loans secured by trust deeds                      |                            |                  | $                        
|Gain (loss) on sale of real estate, net                              |                            |                  |                          
|Rental and other income from real estate properties                  |                            |                  |                          
|Other income                                                         |                            |                  |                          
|                                                                     |                            |                  |                          
|Total revenues                                                       |                            |                  |                          
|                                                                     |                            |                  |                          
|EXPENSES:                                                            |                            |                 
|Management fees to general partner                                   |                            |                  |                          
|Servicing fees to general partner                                    |                            |                  |                          
|Carried interest to general partner                                  |                            |                  |                          
|Administrative                                                       |                            |                  |                          
|Legal and accounting                                                 |                            |                  |                          
|Rental and other expenses on real estate properties                  |                            |                  |                          
|Interest expense                                                     |                            |                  |                          
|Minority interest                                                    |                            |                  |                          
|Provision for loan losses                                            |                            |                  |                          
|Provision for (recovery of) losses on real estate held for sale, net |                            |                  |                          
|Other                                                                |                            |                  |                          
|                                                                     |                            |                  |                          
|Total expenses                                                       |                            |                  |                          
|                                                                     |                            |                  |                          
|Net income                                                           |                            |                  | $                        
|                                                                     |                            |                  |                          
|Net income allocated to general partner                              |                            |                  | $                        
|                                                                     |                            |                  |                          
|Net income allocated to limited partners                             |                            |                  | $                        
|                                                                     |                            |                  |                          
|Net income allocated to limited partners                             |                            |                 
|per weighted average limited partnership unit                        |                            |                  | $                        
|                                                                     |                            |                  |                          
|Weighted average limited partnership units                           |                            |                  |                          
|                                                                     |                            |                  |                          

The accompanying notes
are an integral part of these financial statements.

---

OWENS MORTGAGE
INVESTMENT FUND,
a California Limited Partnership

Consolidated Statements
of Cash Flows

For the Nine Months
Ended September 30, 2003 and 2002
(UNAUDITED)

|                                                                     | September 302003 | September 302002
|-------------------------------------------------------------------- | ---------------- | ----------------
|CASH FLOWS FROM OPERATING ACTIVITIES:                                |                  |                 
|Net Income                                                           |                  |                 
|Adjustments to reconcile net income                                  |                  |                 
|to net cash provided by operating activities:                        |                  |                 
|Gain on sale of real estate properties                               |                  |                 
|Provision for loan losses                                            |                  |                 
|Provision for (recovery of) losses on real estate held for sale, net |                  |                 
|Depreciation and amortization                                        |                  |                 
|Minority interest in limited liability companies                     |                  |                 
|Changes in operating assets and liabilities:                         |                  |                 
|Interest and other receivables                                       |                  |                 
|Due from affiliate                                                   |                  |                 
|Accounts payable and accrued liabilities                             |                  |                 
|Due to general partner                                               |                  |                 
|                                                                     |                  |                 
|Net cash provided by operating activities                            |                  |                 
|                                                                     |                  |                 
|CASH FLOWS FROM INVESTING ACTIVITIES:                                |                  |                 
|Purchases of loans secured by trust deeds                            |                  |                 
|Principal collected on loans                                         |                  |                 
|Loan payoffs                                                         |                  |                 
|Investment in real estate properties                                 |                  |                 
|Net proceeds from disposition of real estate properties              |                  |                 
|Proceeds received from real estate joint venture                     |                  |                 
|                                                                     |                  |                 
|Net cash used in investing activities                                |                  |                 
|                                                                     |                  |                 
|CASH FLOWS FROM FINANCING ACTIVITIES:                                |                  |                 
|Proceeds from sale of partnership units                              |                  |                 
|Accrued distributions payable                                        |                  |                 
|Advances on note payable                                             |                  |                 
|Advances (repayments) on line of credit, net                         |                  |                 
|Partners cash distributions                                         |                  |                 
|Partners capital withdrawals                                        |                  |                 
|                                                                     |                  |                 
|Net cash (used in) provided by financing activities                  |                  |                 
|                                                                     |                  |                 
|Net decrease in cash and cash equivalents                            |                  |                 
|Cash and cash equivalents at beginning of period                     |                  |                 
|                                                                     |                  |                 
|Cash and cash equivalents at end of period                           |                  |                 
|                                                                     |                  |                 
|Supplemental Disclosures of Cash Flow Information                    |                  |                 
|Cash paid during the period for interest                             |                  |                 

See notes 2, 3 and 8 for
supplemental disclosure of non-cash investing activities.
The accompanying notes are an integral part of these financial statements.

---

OWENS MORTGAGE
INVESTMENT FUND,
a California Limited Partnership

Notes to Consolidated
Financial Statements

September 30, 2003

(1)     Summary
of Significant Accounting Policies

| | In
the opinion of the management of the Partnership, the accompanying unaudited financial
statements          contain all adjustments, consisting of normal, recurring adjustments,
necessary to present fairly the          financial information included therein.  These
financial statements should be read in conjunction with          the audited financial
statements included in the Partnerships Form 10-K for the fiscal year ended
         December 31, 2002 filed with the Securities and Exchange Commission.  The
results of operations for the          three and nine month periods ended September 30,
2003 are not necessarily indicative of the operating          results to be expected for
the full year.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Basis
of Presentation
| | ---------------------

| | The
consolidated financial statements include the accounts of the Partnership and its
majority-owned          limited liability companies.  All significant inter-company
transactions and balances have been          eliminated in consolidation.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Recent
Accounting Pronouncements
| | --------------------------------

| | In
June 2001, the Financial Accounting Standards Board (FASB) issued SFAS 143, Accounting
for Asset          Retirement Obligations, which addresses financial accounting and
reporting for obligations associated          with the retirement of tangible long-lived
assets and associated asset retirement costs.  The new rules          apply to legal
obligations associated with the retirement of long-lived assets that result from the
         acquisition, construction, development and (or) normal operation of long-lived
assets.  SFAS 143 was          effective at the beginning of January 1, 2003. SFAS 143
did not have a significant impact on the          Partnership's consolidated financial
position or results of operations.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
April 2002, the FASB issued SFAS 145, Rescission of FASB Statements Nos. 4, 44, and 64,
Amendment of          SFAS Statement No. 13, and Technical Corrections.  SFAS 145
eliminates extraordinary accounting          treatment for reporting a loss on debt
extinguishments, and amends other existing authoritative          pronouncements to make
various technical corrections, to clarify meanings, and to describe applicability
         under changed conditions. The provisions of SFAS 145 were implemented for the
Partnership's fiscal year          beginning January 1, 2003.  Debt extinguishments
reported as extraordinary items prior to scheduled or          early adoption of SFAS 145
would be reclassified in most cases following adoption.  SFAS 145 did not          have a
significant impact on the Partnership's consolidated financial position or results of
operations.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
June 2002, the FASB issued SFAS 146, Accounting for Costs Associated with Exit or
Disposal          Activities. SFAS 146 requires the recording of costs associated with
exit or disposal activities at their          fair values when a liability has been
incurred.  Under previous guidance, certain exit costs were          accrued upon the
Partnership's commitment to an exit plan, which is generally before an actual liability
         has been incurred.  Adoption of SFAS 146 was implemented for the Partnership's
fiscal year beginning          January 1, 2003.  SFAS 146 did not have a significant
impact on the Partnership's consolidated financial          position or results of
operations.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
May 2003, the FASB issued SFAS 150, Accounting for Certain Financial Instruments with
Characteristics          of Both Liabilities and Equity.  SFAS 150 specifies that
instruments within its scope embody obligations          of the issuer and that,
therefore, the issuer must classify them as liabilities.  The Partnership does
         not expect SFAS 150 to have any impact on its financial position or results of
operations.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
November 2002, the FASB issued FASB Interpretation No. 45 ("FIN 45"), Guarantor's
Accounting and          Disclosure Requirements for Guarantees, Including Indirect
Guarantees of Indebtedness of Others.  FIN 45          also requires that a liability be
recorded in the guarantor's balance sheet upon issuance of certain          guarantees.
 FIN 45 also requires disclosure about certain guarantees that an entity has issued.  The
         Partnership has implemented the disclosure requirements required by FIN 45,
which were effective for          fiscal years ending after December 15, 2002.  The
Partnership will apply the recognition provisions of          FIN 45 prospectively to
guarantees issued after December 31, 2002.  The adoption of this statement had
         no material effect upon the Partnership's consolidated financial position or
results of operations.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(2)     Loans
Secured by Trust Deeds and Allowance for Loan Losses

| | The
Partnerships investment in impaired loans that were delinquent in payments greater than
ninety days          was approximately $17,129,000 and $26,327,000 as of September 30,
2003 and December 31, 2002,          respectively.  The Partnerships investment in
delinquent loans consisted of 5 and 11 loans as of          September 30, 2003 and
December 31, 2002, respectively. As of September 30, 2003, $11,817,000 of the
         delinquent loans has a specific related allowance for credit losses totaling
$1,300,000. There is a          non-specific allowance for credit losses of $2,800,000
for the remaining delinquent balance and for          other loans.  The Partnership has
discontinued the accrual of interest on all loans that are delinquent          greater
than ninety days.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | The
Partnerships investment in loans that were past maturity (delinquent in principal) but
current in          monthly payments was approximately $25,682,000 and $42,126,000 as of
September 30, 2003 and December 31,          2002, respectively.   Of the total past
maturity loans as of September 30, 2003, $16,700,000 was paid          off subsequent to
quarter end.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
June 2003, the borrower of a participated loan, with a principal balance outstanding to
the          Partnership of $12,500,000 (which represents a 62.5% pari pasu interest in a
first trust deed of          $20,000,000), filed bankruptcy.  In July 2003, a stipulation
of the bankruptcy court was executed,          whereby the terms of the original loan
were modified as follows: 1) an additional $2,000,000 was          advanced to the
borrower ($1,375,000 by the Partnership) in August 2003 for operating purposes; 2) the
         interest rate on the loan was reduced from 12.5% to 7.0% effective July 17,
2003; 3) interest payments          have been accrued and deferred through October 31,
2003, with such deferred interest to be payable upon          maturity; 4) interest
payments are to recommence monthly on November 15, 2003; and 5) the maturity date
         was extended from June 14, 2003 to June 14, 2005.  In the event of default of
the stipulation by the          borrower, the automatic bankruptcy stay will be lifted
and the participants will be allowed to complete          a foreclosure sale of the
collateral. The Partnership has accrued interest in the amount of $258,000 as          of
September 30, 2003.  No specific reserve has been provided for this loan based on the
underlying          collateral value.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | During
the three months ended September 30, 2003 and 2002, the Partnership refinanced loans
totaling          $16,685,000 and $786,000, respectively.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------

| | Changes
in the allowance for loan losses for the three months ended September 30, 2003 and 2002
were as          follows:
| | -------------------------------------------------------------------------------------------------------------------------

|                                        | 2003 | 2002
|--------------------------------------- | ---- | ----
|Balance, beginning of period            |      |     
|Provision                               |      |     
|Charge-off to real estate held for sale |      |     
|                                        |      |     
|Balance, end of period                  |      |     
|                                        |      |     

| | The
General  Partner  believes that the allowance for estimated loan losses is appropriate as
of September          30, 2003.  The allowance  for loan losses is evaluated on a regular
basis by management  and is based upon          managements  periodic review of the
 collectibility of the loans in light of historical  experience,  the          nature and
volume of the loan  portfolio,  adverse  situations  that may affect the borrowers
 ability to          repay,  estimated value of any underlying  collateral and prevailing
economic conditions.  This evaluation          is inherently  subjective as it requires
 estimates that are  susceptible to significant  revision as more          information
 becomes  available.  Impairment  is  measured  on a loan by loan basis by either the
 present          value of  expected  future  cash  flows  discounted  at the loans
 effective  interest  rate,  the loans          obtainable market price, or the fair
value of the underlying collateral.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | As
of September 30, 2003, the  Partnership  has  commitments to advance  additional  funds
to borrowers of          construction and other loans in the total amount of
approximately $13,335,000.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(3)     Real
Estate Held for Sale

| | Real
estate held for sale includes the following components as of September 30, 2003:
| | -------------------------------------------------------------------------------------

|                                          | 
|----------------------------------------- | 
|Real estate held for sale                 | 
|Investment in limited liability companies | 
|                                          | 
|                                          | 
|                                          | 

| | During
the quarter ended September 30, 2003, six lots (three including houses) located in a
manufactured          home subdivision development located in Ione, California (that was
acquired by the Partnership through          foreclosure in 1997) were sold for $528,000,
resulting in a gain to the Partnership of approximately          $122,000.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
October 2003 (subsequent to quarter end), a parcel of land located in Reno, Nevada (that
was acquired          by the Partnership through foreclosure in 1996) was sold for
$505,000, resulting in a gain to the          Partnership of approximately $136,000.  In
addition, eight lots (two including houses) located in the          manufactured home
subdivision development located in Ione, California were sold for $471,000, resulting
         in a gain to the Partnership of approximately $128,000.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Changes
in the allowance for real estate losses for the quarters ended September 30, 2003 and
2002 were          as follows:
| | ----------------------------------------------------------------------------------------------------------------------------

|                                | 2003 | 2002
|------------------------------- | ---- | ----
|Balance, beginning of period    |      |     
|Provision                       |      |     
|Deductions for real estate sold |      |     
|                                |      |     
|Balance, end of period          |      |     
|                                |      |     

| | Investment
in Limited Liability Companies
| | -----------------------------------------

| | Oregon
Leisure Homes, LLC
| | -------------------------

| | Oregon
Leisure Homes, LLC (OLH) was formed in 2001 between the Partnership and an unrelated
developer          for the purpose of developing and selling eight condominium units
located in Lincoln City, Oregon, which          were acquired by the Partnership via a
deed in lieu of foreclosure.  OLH also purchased two houses          located on the ocean
in Lincoln City for renovation and ultimate sale.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | The
Partnership is co-manager of OLH and is to receive 70% of the profits after payment of
all interest          on the original loan is made to the Partnership and priority return
on partner contributions is          allocated at the rate of 11% per annum. The assets,
liabilities, income and expenses of OLH have been          consolidated into the
accompanying consolidated balance sheet and income statement of the Partnership.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | During
the quarter ended September 30, 2003, the Partnership advanced an additional $748,000 to
OLH for          continued development and marketing of the condominium units and houses
that have been for sale and          received repayment of advances of $693,000 from
sales and collections on notes receivable. During the          quarter ended September
30, 2003, OLH sold seven interests in the second ocean house for cash proceeds
         of $586,000 and notes taken back in the amount of $420,000, resulting in gains
in the total amount of          $291,000. Both ocean houses have been fully sold as of
September 30, 2003.  During the quarter ended          September 30, 2003, OLH bought
back the interests in three of the condominium units previously sold in          2002 for
a total of $74,000 to allow OLH to sell the condominiums individually. The net income to
the          Partnership (including gains on sales) was approximately $242,000 for the
quarter ended September 30,          2003.  The Partnerships investment in OLH real
property was approximately $1,137,000 as of September          30, 2003.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Dation,
LLC
| | -----------

| | Dation,
LLC (Dation) was formed in 2001 between the Partnership and an unrelated developer for
the          purpose of developing and selling lots in a mobile home park located in Lake
Charles, Louisiana, which          were acquired by the Partnership via a deed in lieu of
foreclosure.  The Partnership is advancing funds          to Dation as needed under the
terms of the loan to the original borrower and as additional capital
         contributions.  The Partnership is co-manager of Dation and is to receive 50% of
the profits and losses          after payment of all interest on the original loan is
made to the Partnership and priority return on          partner contributions is
allocated at the rate of 12% per annum.  The net operating loss to the
         Partnership was approximately $40,000 during the quarter ended September 30,
2003. The Partnerships          total investment in Dation was approximately $1,881,000
as of September 30, 2003.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Investment
in Real Estate Joint Venture
| | ---------------------------------------

| | The
 Partnership had a construction  loan made on a housing  development  located in Hayward,
 California.          The loan was reported in the  financial  statements  as an
 investment  in a real estate joint  venture to          account  for  the  investment
 pursuant  to  accounting   guidelines  for  acquisition,   development  and
         construction  arrangements.  The Partnership was to receive  interest on its
advances to the joint venture          at the rate of 10.25%  per annum and is to
 receive  30% of the net  profits  from the sale of each  house          after  payment
 of a 10% loan fee is made to the  General  Partner  of the  Partnership,  Owens
 Financial          Group,  Inc.  (OFG).  As of September 30, 2003, the  Partnership  had
received  approximately  $426,000 in          payments of residual  profits.  The
Partnership  received the final repayment of its advances to the joint          venture
in the amount of $181,000  during the quarter  ended  September  30, 2003.  The joint
 venture has          been terminated as of September 30, 2003.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(4)     Real
Estate Held for Investment

| | 720
University, LLC
| | -------------------

| | The
Partnership has an investment in a limited liability company, 720 University, LLC (720
University),          which owns a commercial retail property located in Greeley,
Colorado.  The Partnership receives 65% of          the profits and losses in 720
University after priority return on partner contributions is allocated at          the
rate of 10% per annum.  The assets, liabilities, income and expenses of 720 University
have been          consolidated into the accompanying consolidated balance sheet and
income statement of the Partnership.          The net income to the Partnership was
approximately $260,000 during the quarter ended September 30,          2003.  The
minority interest of the joint venture partner of approximately $117,000 as of September
30,          2003 is reported in the accompanying consolidated balance sheet.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(5)     Transactions
with Affiliates

| | In
consideration of the management services rendered to the Partnership, OFG is entitled to
receive from          the Partnership a management fee payable monthly, subject to a
maximum of 2.75% per annum of the average          unpaid balance of the Partnerships
mortgage loans..
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | All
of the Partnerships loans are serviced by OFG, in consideration for which OFG receives
up to .25%          per annum of the unpaid principal balance of the loans.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | OFG,
at its sole discretion may, on a monthly basis, adjust the management and servicing fees
as long as          they do not exceed the allowable limits calculated on an annual
calendar year basis. Even though the          fees for a particular month may exceed
one-twelfth of the maximum limits, at the end of the calendar          year the sum of
the fees collected for each of the twelve months may not exceed the stated limits.
         Management fees amounted to approximately $1,798,000 and $1,362,000 for the
three months ended September          30, 2003 and 2002, respectively, and $3,516,000 and
$2,642,000 for the nine months ended September 30,          2003 and 2002, respectively.
 Service fee payments to OFG approximated $162,000 and $160,000 for the          three
months ended September 30, 2003 and 2002, respectively, and $474,000 and $448,000 for the
nine          months ended September 30, 2003 and 2002, respectively.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | The
maximum servicing fees were paid to the General Partner during the three and nine months
ended          September 30, 2003 and 2002.  If the maximum management fees had been paid
to the General Partner during          the nine months ended September 30, 2003, the
management fees would have been $5,221,000 (increase of          $1,705,000), which would
have reduced net income allocated to limited partners by approximately 10.5%          and
net income allocated to limited partners per weighted average limited partner unit by the
same          percentage to $.05.  If the maximum management fees had been paid to the
General Partner during the nine          months ended September 30, 2002, the management
fees would have been $4,923,000 (increase of          $2,281,000), which would have
reduced net income allocated to limited partners by approximately 14.0% and          net
income allocated to limited partners per weighted average limited partner unit by the
same          percentage to $.05.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
determining the management fees and hence the yield to the partners, OFG may consider a
number of          factors, including current market yields, delinquency experience,
uninvested cash and real estate          activities. OFG expects that the management fees
it receives from the Partnership will vary in amount          and percentage from period
to period, and it is highly likely that OFG will again receive less than the
         maximum management fees in the future.  However, if OFG chooses to take the
maximum allowable management          fees in the future, the yield paid to limited
partners may be reduced.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | OFG
receives all late payment charges from borrowers on loans owned by the Partnership, with
the          exception of loans participated with outside entities.  These charges are
collected with the normal          monthly payments and are remitted to OFG monthly.  The
amounts paid to OFG for such charges totaled          approximately $40,000 and $205,000
for the three and nine months ended September 30, 2003,          respectively.  In
addition, the Partnership remits other miscellaneous fees to OFG, which are collected
         from loan payments, loan payoffs or advances from loan principal (i.e. funding,
demand and partial          release fees).  Such fees remitted to OFG totaled
approximately $2,000 and $42,000 for the three and          nine months ended September
30, 2003.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | OFG
originates all loans the Partnership invests in and receives a loan origination fee from
borrowers,          with the exception of those loans participated with outside entities.
 Such fees earned by OFG amounted          to approximately $3,712,000 on loans
originated of approximately $135,256,000 for the nine months ended          September 30,
2003.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | The
Partnership reimburses OFG for certain administrative salaries, in addition to payroll costs incurred
on a          Partnership real estate property (which was sold in June 2003).  The amount
reimbursed to OFG during the          three and nine months ended September 30, 2003 was
approximately $11,000 and $123,000, respectively.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(6)     Note
Payable

| | The
Partnership has a note payable with a bank through its investment in 720 University,
which is          secured by a retail development in Greeley, Colorado.  The note
requires monthly interest payments with          the balance of unpaid principal and
interest due on May 22, 2004.  Beginning in January 2004, an          additional $24,800
is to be paid monthly and applied to principal. The interest rate on the note is
         variable based on the LIBOR rate plus 2.75% (3.75% at September 30, 2003).
 Interest expense for the          quarter ended September 30, 2003 and 2002 was
approximately $84,000 and $82,000, respectively.  The          principal balance on the
note as of September 30, 2003 and December 31, 2002 was approximately          $8,818,000
and $8,190,000, respectively.  The Company drew an additional $299,000 on the note during
the          quarter ended September 30, 2003.  The note contains certain covenants,
which the Company has complied          with as of September 30, 2003.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(7)     Line
of Credit Payable

| | The
Partnership finalized a line of credit agreement with a group of banks in August 2001,
which          provides interim financing on mortgage loans invested in by the
Partnership.  The amount of credit          available under this line of credit is
$40,000,000.  There was a balance of $4,000,000 and $6,867,000          outstanding on
the line of credit as of September 30, 2003 and December 31, 2002, respectively.
         Interest expense for the quarters ended September 30, 2003 and 2002 was
approximately $12,000 and          $17,000, respectively.  Borrowings under the line of
credit bear interest at the banks prime rate,          which was 4.0% as of September
30, 2003.  The line of credit expires on July 31, 2005.  The Partnership          is
required to maintain non-interest bearing accounts in the total amount of $500,000 with
two of the          banks.   The agreement requires the Partnership to meet certain
financial covenants including          profitability, minimum tangible net worth and
total liabilities to tangible net worth.  The Partnership          has complied with
these covenants as of September 30, 2003.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(8)     Supplemental
Disclosure of Non-Cash Operating and Investing Activities

|                                                                | 
|--------------------------------------------------------------- | 
|Loans foreclosed and transferred to real estate held for sale,  | 
|net of allowance previously established                         | 
|Loans charged off against allowance for losses                  | 
|Sale of real estate included in loans secured by trust deeds    | 
|Sales of real estate included in interest and other receivables | 

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

Forward Looking Statements

Some
of the information in this Form 10-Q may contain forward-looking statements.  Such
statements can be identified by the use of forward-looking words such as may, will, expect, anticipate, estimate,continue or
other similar words.  These statements discuss future expectations, contain projections
of results of operations or of financial conditions or state other forward-looking
information.  When considering such forward-looking statements you should keep in mind
the risk factors and other cautionary statements in the Partnerships Form 10-Q. Although
management of the Partnership believes that the expectations reflected in such
forward-looking statements are based on reasonable assumptions, there are certain
factors, in addition to these risk factors and cautioning statements, such as general
economic conditions, local real estate conditions, adequacy of reserves, or weather and
other natural occurrences that might cause a difference between actual results and those
forward-looking statements.

Results of Operations

Three Months Ended September 30,
2003 Compared to 2002

The net income increase of $240,000
(4.6%) for 2003 compared to 2002 was due to:

| | an
increase in gain on sale of real estate of $194,000;
|- | -------------------------------------------------------

| | a
decrease in rental expenses of $300,000; and
|- | ----------------------------------------------

| | a
decrease in the provision for loan losses of $343,000.
|- | --------------------------------------------------------

The net income increase in 2003 as
compared to 2002 was offset by:

| | a
decrease in interest income secured by trust deeds of $75,000;
|- | ----------------------------------------------------------------

| | a
decrease in rental and other income from real estate properties of $96,000;
|- | -----------------------------------------------------------------------------

| | a
decrease in other income of $21,000; and
|- | ------------------------------------------

| | an
increase in management fees to general partner of $437,000.
|- | --------------------------------------------------------------

Gain
on sale of real estate increased by $194,000 (88.7%) for the three months ended September
30, 2003, as compared to the same period in 2002, due to increased gains from the sale of
interests in the second ocean house in Oregon Leisure Homes, LLC (OLH) during the three
months ended September 30, 2003.

The
decrease in rental and other expenses on real estate properties of $300,000 (43.8%)
between the quarter ended September 30, 2003 and 2002 was primarily the result of a
decrease in expenses from the Partnerships investment in OLH of approximately $61,000 as
sales and operations wind down for that property and due to the sale of the commercial
building located in Monterey, California in March 2003 and the sale of the hotel property
located in Phoenix, Arizona in June 2003.

The
decrease in the provision for loan losses of $343,000 (100%) was the result of the net
increase in specific reserves on loans in the total amount of $343,000 during the quarter
ended September 30, 2002.  There was no specific or general allowance established on
loans during the quarter ended September 30, 2003.

Interest
income on loans secured by trust deeds decreased $75,000 (1.1%) for the quarter ended
September 30, 2003, as compared to the same period in 2002.  This decrease was a result
of a decrease in the weighted average yield of the loan portfolio from 11.8% for the
quarter ended September 30, 2002 to 11.3% for the quarter ended September 30, 2003 as a
result of the continued decline in general market interest rates over the past year and
the required decrease in the interest rate on a $12,500,000 delinquent loan from 12.5% to
7.0% pursuant to the stipulation of the bankruptcy court (see Financial Condition  Loan
Portfolio below).  The decrease in interest income resulting from the decrease in the
weighted average yield of the loan portfolio was partially offset by an increase in the
weighted balance of the loan portfolio of 1.2% during the quarter ended September 30,
2003 as compared to 2002.

The
decrease in rental and other income from real estate properties of $96,000 (11.9%) was
due primarily to the sale of a commercial building located in Monterey, California in
March 2003 and the sale of a hotel property located in Phoenix, Arizona in June 2003.

Interest
income on investments (other income) decreased by $21,000 (41.8%) for the quarter ended
September 30, 2003, as compared to the same period in 2002 due primarily to a decrease in
the weighted average yield of the Partnerships money market investments from
approximately 1.9% for the quarter ended September 30, 2002 to approximately 0.9% during
the quarter ended September 30, 2003.

Management
fees to the General Partner are paid pursuant to the Partnership Agreement and are
determined at the sole discretion of the General Partner.  The increase in management
fees of $437,000 (32.1%) during the quarter ended September 30, 2003 as compared to 2002
was partially a result of the growth in the average loan portfolio of approximately 1.2%
during the quarter ended September 30, 2003 as compared to the quarter ended September
30, 2002 and also due to collections on delinquent loans during the quarter ended
September 30, 2003.

The
maximum management fee permitted under the Partnership Agreement is 2 3⁄4% per year of the
average unpaid balance of mortgage loans.  For the years 2000, 2001 and 2002 and the nine
months ended September 30, 2003 (annualized), the management fees were 1.85%, 1.48%,
1.46% and 1.84% of the average unpaid balance of mortgage loans, respectively.

In
determining the management fees and hence the yield to the partners, the General Partner
may consider a number of factors, including current market yields, delinquency
experience, uninvested cash and real estate activities.  The General Partner expects that
the management fees that it receives from the Partnership will vary in amount and
percentage from period to period, and it is highly likely that the General Partner will
again receive less than the maximum management fees in the future.  However, if the
General Partner chooses to take the maximum allowable management fees in the future, the
yield paid to limited partners may be reduced.

If
the maximum management fees had been paid to the General Partner during the nine months
ended September 30, 2003, the management fees would have been $5,221,000 (increase of
$1,705,000), which would have reduced net income allocated to limited partners by
approximately 10.5%, and net income allocated to limited partners per weighted average
limited partner unit by the same percentage to $.05.

Nine Months Ended September 30,
2003 Compared to 2002

The net income increase of $270,000
(1.7%) for 2003 compared to 2002 was due to:

| | an
increase in interest income secured by trust deeds of $1,635,000;
|- | --------------------------------------------------------------------

| | an
increase in gain on sale of real estate of $283,000;
|- | -------------------------------------------------------

| | a
decrease in legal and accounting expenses of $43,000; and
|- | -----------------------------------------------------------

| | a
decrease in the provision for loan losses of $705,000.
|- | --------------------------------------------------------

The net income increase in 2003 as
compared to 2002 was offset by:

| | a
decrease in rental and other income from real estate properties of $296,000;
|- | ------------------------------------------------------------------------------

| | a
decrease in other income of $172,000;
|- | ---------------------------------------

| | an
increase in management fees to general partner of $874,000;
|- | --------------------------------------------------------------

| | an
increase in rental expenses of $153,000; and
|- | -----------------------------------------------

| | an
increase in the provision for losses on real estate held for sale of $898,000.
|- | ---------------------------------------------------------------------------------

Interest
income on loans secured by trust deeds increased $1,635,000 (8.5%) for the nine months
ended September 30, 2003, as compared to the same period in 2002.  This increase was a
result of a 6.0% growth in the total loan portfolio during the nine months ended
September 30, 2003 as compared to 2002 and the collection of interest on certain
delinquent loans during the nine month period.  The increase in the loan portfolio was
partially offset by a decrease in the weighted average yield of the loan portfolio from
11.9% for the nine months ended September 30, 2002 to 11.5% for the nine months ended
September 30, 2003.

Gain
on sale of real estate increased by $283,000 (25.0%) for the nine months ended September
30, 2003, as compared to the same period in 2002 due to increased sales at the
manufactured home subdivision development located in Ione, California and increased gain
from the sale of the interests in the ocean houses in OLH during the nine months ended
September 30, 2003.

The
decrease in legal and accounting expenses of $43,000 (25.3%) was due to professional fees
incurred in the first quarter 2002 as a result of a new S-11 filing (registration of new
units) with the Securities and Exchange Commission in January 2002 and the S-11
Post-Effective Amendment filing in April 2002.  No registration of new units was made
during the nine months ended September 30, 2003.

The
decrease in the provision for loan losses of $705,000 (50.9%) was the result of the net
increase in specific and general reserves on loans in the total amount of $1,384,000
during the nine months ended September 30, 2002.  Specific reserves were established on
two loans in the total amount of $679,000 during the nine months ended September 30, 2003.

The
decrease in rental and other income from real estate properties of $296,000 (12.1%) was
due primarily to the sale of a commercial building located in Monterey, California in
March 2003 and the sale of a hotel property located in Phoenix, Arizona in June 2003.

Interest
income on investments (other income) decreased by $172,000 (57.9%) for the nine months
ended September 30, 2003, as compared to the same period in 2002 due to a decrease of
approximately $14,600,000 in the average amount of cash and equivalents held by the
Partnership during the nine months ended September 30, 2003 as compared to 2002, and a
decrease in the weighted average yield of the Partnerships money market investments from
approximately 1.6% for the nine months ended September 30, 2002 to approximately 1.3% for
the nine months ended September 30, 2003.

Management
fees to the General Partner are paid pursuant to the Partnership Agreement and are
determined at the sole discretion of the General Partner.  The increase in management
fees of $874,000 (33.1%) during the nine months ended September 30, 2003 as compared to
2002 was partially a result of an increase in interest income collected on delinquent
loans during the nine month period and the growth in the loan portfolio of approximately
6.0%.

The
maximum management fee permitted under the Partnership Agreement is 2 3⁄4% per year of the
average unpaid balance of mortgage loans.  For the years 2000, 2001 and 2002 and the nine
months ended September 30, 2003 (annualized), the management fees were 1.85%, 1.48%,
1.46% and 1.84% of the average unpaid balance of mortgage loans, respectively.

In
determining the management fees and hence the yield to the partners, the General Partner
may consider a number of factors, including current market yields, delinquency
experience, uninvested cash and real estate activities.  The General Partner expects that
the management fees that it receives from the Partnership will vary in amount and
percentage from period to period, and it is highly likely that the General Partner will
again receive less than the maximum management fees in the future.  However, if the
General Partner chooses to take the maximum allowable management fees in the future, the
yield paid to limited partners may be reduced.

If
the maximum management fees had been paid to the General Partner during the nine months
ended September 30, 2003, the management fees would have been $5,221,000 (increase of
$1,705,000), which would have reduced net income allocated to limited partners by
approximately 10.5%, and net income allocated to limited partners per weighted average
limited partner unit by the same percentage to $.05.

The
increase in rental and other expenses on real estate properties of $153,000 (7.5%)
between the nine months ended September 30, 2003 and 2002 was primarily the result of the
following:

| |  | an
increase in rental and other expenses from the Partnerships investments in OLH,
Dation, and 720          University of approximately $131,000;        
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | selling
expenses incurred of approximately $125,000 in connection with the sale of the hotel
property          located in Phoenix, Arizona; and           
| |  | expenses
incurred of approximately $241,000 on three non-operating properties that were obtained
via          foreclosure during late 2002 and early 2003.

These
increases were partially offset by decreases in rental expenses of approximately $240,000
as a result of the sales of the commercial building located in Monterey, California in
March 2003 and hotel property located in Phoenix, Arizona in June 2003, continued lot and
house sales at the manufactured home subdivision development in Ione, California, and
other properties sold during 2002.

The
increase in the provision for losses on real estate held for sale of $898,000 was due to
the creation of reserves on two properties in the total amount of $585,000 during the
nine months ended September 30, 2003.  During the nine months ended September 30, 2002,
an allowance established on a manufactured home subdivision development located in Ione,
California was reversed resulting in a net recovery of losses on real estate held for
sale of $314,000.

Financial Condition

September 30, 2003 and December
31, 2002

Loan Portfolio

The
number of Partnership mortgage investments decreased from 100 to 97, and the average loan
balance increased from $2,602,000 to $2,722,000 between December 31, 2002 and September
30, 2003.

Approximately
$17,129,000 (6.5%) and $26,327,000 (10.1%) of the loans invested in by the Partnership
were more than 90 days delinquent in monthly payments as of September 30, 2003 and
December 31, 2002, respectively.  Of these amounts, approximately $3,450,000 (1.3%) and
$6,503,000 (2.5%), respectively, were in the process of foreclosure, and approximately
$1,600,000 (0.6%) and $4,300,000 (1.7%), respectively, involved loans to borrowers who
were in bankruptcy. In addition, the Partnerships investment in loans that were past
maturity (delinquent in principal) but current in monthly payments was approximately
$25,682,000 (9.7%) and $42,126,000 (16.2%) as of September 30, 2003 and December 31,
2002, respectively. Of the total past maturity loans as of September 30, 2003,
$16,700,000 was paid off subsequent to quarter end.

Loans
in the process of foreclosure as of December 31, 2002 consisted of five loans, of which
one loan in the amount of $353,000 was written off by the Partnership during the nine
months ended September 30, 2003, the borrower of one loan in the amount of $1,600,000
entered into bankruptcy, one loan in the amount of $1,100,000 became current and is no
longer in foreclosure, and two loans in the total amount of $3,450,000 are still
delinquent and in foreclosure.

Loans
to borrowers who were in bankruptcy as of December 31, 2002 consisted of two loans, one
in the amount of $2,000,000 was foreclosed upon during the nine months ended September
30, 2003 and one loan in the amount of $2,300,000 was foreclosed upon and the property
sold during the nine months ended September 30, 2003. In addition, one loan in the amount
of $1,600,000 was reclassified from a loan in the process of foreclosure to a loan
subject to bankruptcy during the nine months ended September 30, 2003.

As
of September 30, 2003 and December 31, 2002, the Partnership held the following types of
mortgages:

|                            | September 30,
2003 | December 31,
2002
|--------------------------- | ------------------ | -----------------
|1st Mortgages               |                    |                  
|2nd Mortgages               |                    |                  
|                            |                    |                  
|Total                       |                    |                  
|                            |                    |                  
|                            |                    |                  
|Income Producing Properties |                    |                  
|Construction                |                    |                  
|Unimproved Land             |                    |                  
|Residential                 |                    |                  
|                            |                    |                  
|Total                       |                    |                  
|                            |                    |                  

As
of September 30, 2003 and December 31, 2002, approximately 43% of the Partnerships
mortgage loans are secured by real property located in Northern California and
approximately 51% and 55%, respectively, of the Partnerships mortgage loans are secured by real
property located in all of California.

The
Partnerships investment in construction loans increased by $13,427,000 (106%) since
December 31, 2002. This increase was primarily due to additional construction advances
made on existing loans and two new construction loans in the total amount of
approximately $7,500,000 funded during the nine months ended September 30, 2003.

The
Partnerships investment in loans on unimproved land decreased by $2,907,000 (17.2%)
since December 31, 2002. This decrease was the result of the repayment of six loans in
the total amount of $14,300,000 during the nine months ended September 30, 2003, net of
eight new loans on unimproved land in the total amount of $11,390,000.

Changes
in the allowance for loan losses for the quarter ended September 30, 2003 and 2002 were
as follows:

|                                        | 2003 | 2002
|--------------------------------------- | ---- | ----
|Balance, beginning of period            |      |     
|Provision                               |      |     
|Charge-off to real estate held for sale |      |     
|                                        |      |     
|Balance, end of period                  |      |     
|                                        |      |     

In
June 2003, the borrower of a participated loan, with a principal balance outstanding to
the Partnership of $12,500,000 (which represents a 62.5% pari pasu interest in a first
trust deed of $20,000,000), filed bankruptcy.  In July 2003, a stipulation of the
bankruptcy court was executed, whereby the terms of the original loan were modified as
follows: 1) an additional $2,000,000 was advanced to the borrower ($1,375,000 by the
Partnership) in August 2003 for operating purposes; 2) the interest rate on the loan was
reduced from 12.5% to 7.0% effective July 17, 2003; 3) interest payments have been
accrued and deferred through October 31, 2003, with such deferred interest to be payable
upon maturity; 4) interest payments are to recommence monthly on November 15, 2003; and
5) the maturity date was extended from June 14, 2003 to June 14, 2005.  In the event of
default of the stipulation by the borrower, the automatic bankruptcy stay will be lifted
and the participants will be allowed to complete a foreclosure sale of the collateral.
The Partnership has accrued interest in the amount of $258,000 as of September 30, 2003.
 No specific reserve has been provided for this loan based on the underlying collateral
value.

Real Estate Properties Held for
Sale and Investment

The
 Partnership  currently  holds title to 14  properties  that were  foreclosed  on or
 purchased by the Partnership  since  1994 in the  amount  of  $29,680,000  (including
 properties  held in three  limited  liability companies),  net of allowance for losses
of $660,000 and accumulated  depreciation and amortization of $727,000. As of September
 30, 2003,  properties  held for sale total  $13,851,000  and  properties  held for
 investment  total $15,829,000.  When the  Partnership  acquires  property by
 foreclosure,  it  typically  earns less income on those properties than could be earned
on mortgage loans and may not be able to sell the properties in a timely manner.

During
the quarter ended September 30, 2003, six lots (three including houses) located in a
manufactured home subdivision development located in Ione, California (that was acquired
along with other improved lots by the Partnership through foreclosure in 1997) was sold
for $528,000, resulting in a gain to the Partnership of approximately $122,000.

During
the quarter ended September 30, 2003, the Partnership advanced an additional $748,000 to
OLH for continued development and marketing of the condominium units and houses that have
been for sale and received repayment of advances of $693,000 from sales and collections
on notes receivable. During the quarter ended September 30, 2003, OLH sold seven
interests in the second ocean house for cash proceeds of $586,000 and notes taken back in
the amount of $420,000, resulting in gains in the total amount of $291,000. Both ocean
houses have been fully sold as of September 30, 2003.  During the quarter ended September
30, 2003, OLH bought back the interests in three of the condominium units previously sold
in 2002 for a total of $74,000 to allow OLH to sell the condominiums individually. The
net income to the Partnership (including gains on sales) was approximately $242,000 for
the quarter ended September 30, 2003.  The Partnerships investment in OLH real property
was approximately $1,137,000 as of September 30, 2003.

Changes
in the allowance for real estate losses for the quarters ended September 30, 2003 and
2002 were as follows:

|                                | 2003 | 2002
|------------------------------- | ---- | ----
|Balance, beginning of period    |      |     
|Provision                       |      |     
|Deductions for real estate sold |      |     
|                                |      |     
|Balance, end of period          |      |     
|                                |      |     

Seven
of the Partnerships fourteen properties do not currently generate revenue. Expenses from
rental properties have decreased from approximately $685,000 to $385,000 (43.8%) for the
quarter ended September 30, 2002 and 2003, respectively, and revenues associated with
these properties have decreased from $809,000 to $713,000 (11.9%), respectively.

The
decrease in expenses between the quarter ended September 30, 2003 and 2002 was primarily
the result of a decrease in expenses from the Partnerships investment in OLH of
approximately $62,000 as sales and operations wind down for that property and due to the
sale of the commercial building located in Monterey, California in March 2003 and the
sale of the hotel property located in Phoenix, Arizona in June 2003.

The
decrease in income between the quarter ended September 30, 2003 and 2002 was due
primarily to the sale of the commercial building located in Monterey, California in March
2003 and the sale of the hotel property located in Phoenix, Arizona in June 2003.

Cash and Cash Equivalents

Cash
and cash equivalents decreased from approximately $6,684,000 as of December 31, 2002 to
$5,854,000 as of September 30, 2003 ($830,000 or 12.4%) due to a greater amount of new
loans funded or purchased than repayments received on loans during the nine months ended
September 30, 2003.

Interest and Other Receivables

Interest
and other receivables increased from approximately $3,177,000 as of December 31, 2002 to
$3,311,000 as of September 30, 2003 ($134,000 or 4.2%) due primarily to the following:

| |  | an
increase in deferred interest accrued on one loan in the amount of $258,000 pursuant to
the          stipulation of the bankruptcy court (see Financial Condition  Loan
Portfolio above).
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | an
increase in notes receivable from the sales of the ocean houses within OLH of
approximately $247,000          during the nine months ended September 30, 2003;                              

The
increases above were offset by 1) a decrease in the weighted average yield on the loan
portfolio from 11.7% as of December 31, 2002 to 11.2% as of September 30, 2003, which
resulted in a decrease in monthly interest receivable from trust deeds of approximately
$121,000 during the nine months ended September 30, 2003 and 2) the collection of a
receivable in the amount of $188,000 from the Partnerships investment in 720 University.

Due to General Partner

Due
to General Partner increased from approximately $957,000 as of December 31, 2002 to
$1,367,000 as of September 30, 2003 ($411,000 or 42.9%) due to increased management fees
owed to the General Partner as of September 30, 2003 pursuant to the Partnership
Agreement (see Results of Operations above).

Note Payable

Note
payable increased from approximately $8,190,000 as of December 31, 2002 to $8,818,000
($628,000 or 7.7%) as of September 30, 2003 due to additional advances made on the note
payable securing the Greeley, Colorado retail complex to complete improvements to the
property.  There is an additional $82,000 to be advanced from the note for construction
and tenant improvements.

Line of Credit Payable

Line
of credit payable decreased from $6,867,000 as of December 31, 2002 to a $4,000,000
balance outstanding as of September 30, 2003 as a result of the repayment of loans during
the nine months ended September 30, 2003.  There was $36,000,000 available to be advanced
from the line of credit as of September 30, 2003.

Asset Quality

Some
losses are normal when lending money and the amounts of losses vary as the loan portfolio
is affected by changing economic conditions and financial experiences of borrowers.
 There is no precise method of predicting specific losses or amounts that ultimately may
be charged off on particular segments of the loan portfolio.

The
conclusion that a Partnership loan may become uncollectible, in whole or in part, is a
matter of judgment.  Although lenders such as banks and savings and loans are subject to
regulations that require them to perform ongoing analyses of their loan portfolios
(including analyses of loan to value ratios, reserves, etc.), and to obtain current
information regarding its borrowers and the securing properties, the Partnership is not
subject to these regulations and has not adopted these practices.  Rather, management of
the General Partner, in connection with the quarterly closing of the accounting records
of the Partnership and the preparation of the financial statements, evaluates the
Partnerships mortgage loan portfolio. The allowance for loan losses is established
through a provision for loan losses based on the General Partners evaluation of the risk
inherent in the Partnerships loan portfolio and current economic conditions.  Such
evaluation, which includes a review of all loans on which full collectibility may not be
reasonably assured, considers among other matters:

| | prevailing
economic conditions;
|- | -------------------------------

| | historical
experience;
|- | ----------------------

| | the
types and dollar amounts of the loans in the portfolio;
|- | -----------------------------------------------------------

| | borrowers financial
condition and adverse situations that may affect the borrowers ability to pay;
|- | ----------------------------------------------------------------------------------------------------

| | evaluation
of industry trends;
|- | ------------------------------

| | review
and evaluation of loans identified as having loss potential; and
|- | -----------------------------------------------------------------------

| | estimated
net realizable value or fair value of the underlying collateral.
|- | --------------------------------------------------------------------------

Based
upon this evaluation, a determination is made as to whether the allowance for loan losses
is adequate to cover potential losses of the Partnership.  Additions to the allowance for
loan losses are made by charges to the provision for loan losses.  Loan losses deemed to
be uncollectible are charged against the allowance for loan losses. Recoveries of
previously charged off amounts are credited to the allowance for loan losses.  The
following is a summary of actual losses realized on loans and real estate for the nine
months ended September 30, 2003 and the years ended December 31, 2002, 2001, 2000, 1999
and 1998.

|                | Loans | Real Estate
|--------------- | ----- | -----------
|2003 (9 Months) |       |            
|2002            |       |            
|2001            |       |            
|2000            |       |            
|1999            |       |            
|1998            |       |            

The
loss on real estate in the amount of $712,000 during the year ended December 31, 1998 was
a result of the sale of a foreclosed property to the General Partner at its fair market
value.

As
of September 30, 2003, management believes that the allowance for loan losses of
$4,100,000 and the allowance for real estate losses in the amount of $660,000 are
adequate.

Liquidity and
Capital Resources

Sales
of Units to investors and portfolio loan payoffs provide the capital for new mortgage
investments. If general market interest rates were to rise substantially, investors might
turn to interest-yielding investments other than Partnership Units, which would reduce
the liquidity of the Partnership and its ability to make additional mortgage investments
to take advantage of the generally higher interest rates.   In contrast, a significant
increase in the dollar amount of loan payoffs and additional limited partner investments
without the origination of new loans of the same amount would increase the liquidity of
the Partnership.  This increase in liquidity could result in a decrease in the yield paid
to limited partners as the Partnership would be required to invest the additional funds
in lower yielding, short term investments.

Withdrawal
percentages have been 7.33%, 7.99%, 6.64%, 5.45%, 3.32% and 4.27% (annualized) for the
years ended December 31, 1998, 1999, 2000, 2001 and 2002, and the nine months ended
September 30, 2003, respectively. These percentages are the annual average of the limited
partners capital withdrawals in each calendar quarter divided by the total limited
partner capital as of the end of each quarter.

The
limited partners may withdraw, or partially withdraw, from the Partnership and obtain the
return of their outstanding capital accounts at $1.00 per Unit within 61 to 91 days after
written notices are delivered to the General Partner, subject to the following
limitations, among others:

| | No
withdrawal of Units can be requested or made until at least one year from the date of
purchase of      those Units, other than Units received under the Partnerships
Reinvested Distribution Plan.
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Any
such payments are required to be made only from net proceeds and capital contributions
(as defined)      during said 91-day period.
|- | ---------------------------------------------------------------------------------------------------------------------------------------

| | A
maximum of $100,000 per partner may be withdrawn during any calendar quarter.
|- | -------------------------------------------------------------------------------

| | The
General Partner is not required to establish a reserve fund for the purpose of funding
such payments.
|- | ---------------------------------------------------------------------------------------------------------

| | No
more than 10% of the total outstanding limited partnership interests may be withdrawn
during any      calendar year except upon a plan of dissolution of the Partnership.
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

In
March 2001, the Partnership amended its Limited Partnership Agreement, with the consent
of a majority of limited partners, to allow the Partnership to incur indebtedness for the
purpose of investing in mortgage loans. The total amount of indebtedness incurred by the
Partnership cannot exceed the sum of 50% of the aggregate fair market value of all
Partnership loans. The Partnership finalized a line of credit agreement with a bank in
August 2001, which provides interim financing on mortgage loans invested in by the
Partnership.  The amount of credit available under this line of credit is $40,000,000.
 There was a balance of $4,000,000 outstanding on the line of credit as of September 30,
2003.

Contingency Reserves

The
Partnership maintains cash, cash equivalents and marketable securities as contingency
reserves in an aggregate amount of 2% of the limited partners capital accounts to cover
expenses in excess of revenues or other unforeseen obligations of the Partnership.
 Although the General Partner believes that contingency reserves are adequate, it could
become necessary for the Partnership to sell or otherwise liquidate certain of its
investments to cover such contingencies on terms which might not be favorable to the
Partnership.

Current Economic
Conditions

The
recent slowdown in the economic climate in Northern California and the Western United
States has appeared to stabilize. Although interest rates have leveled off in recent
months, several key indices are at the lowest levels in decades.  Despite the Partnerships
historical ability to make or purchase mortgage loans with relatively strong yields,
increased competition by other mortgage lenders or changes in the economy could have the
effect of reducing mortgage yields in the future.  Present loans with relatively high
yields could be replaced with loans with lower yields, which in turn could reduce the net
yield paid to the limited partners. In addition, if there is less demand by borrowers for
loans and, thus, fewer loans for the Partnership to invest in, the Partnership may be
required to invest its excess cash in short-term alternative investments yielding
considerably less than investments in mortgage loans.  The Partnership has been closed to
most new limited partner investments since September 2001.  The Partnership has remained
closed during this time because there have not been enough suitable mortgage investments
for the Partnership to invest in to allow the Partnership to remain fully invested in
loans.  Remaining closed to limited partner investments prevents the Partnership from
having to invest its excess cash in lower yielding investments, which could have the
effect of decreasing the yield paid to existing limited partners.

The
Partnership Agreement permits the General Partner to purchase delinquent loans from the
Partnership as long as certain criteria are met.  Although the General Partner has
purchased some delinquent loans from the Partnership in the past, it is not required to
do so.  Therefore, if the General Partner does not choose to purchase delinquent loans of
the Partnership, the Partnership could sustain losses with respect to loans secured by
properties located in areas of declining real estate values.  This could result in a
reduction of the net income of the Partnership and possible loss of principal for a year
in which those losses occur.

Item 3. Quantitative and
Qualitative Disclosures About Market Risk

The
following table contains information about the cash held in money market accounts,
commercial paper, loans held in the Partnerships portfolio and a note payable securing a
real estate property owned by the Partnership as of September 30, 2003.  The
presentation, for each category of information, aggregates the assets and liabilities by
their maturity dates for maturities occurring in each of the years 2004 through 2008 and
separately aggregates the information for all maturities arising after 2008.  The
carrying values of these assets and liabilities approximate their fair values as of
September 30, 2003.

Interest Earning
Assets and Interest Bearing Liabilities,
Aggregated by Maturity Date
Twelve Months Ended September 30,

|                      | 2004 | 2005 | 2006 | 2007        | 2008 | Thereafter | Total     
|--------------------- | ---- | ---- | ---- | ----------- | ---- | ---------- | ----------
|Interest earning      |      |      |      |             |      |            |           
|assets:               |      |     
|Money market          |      |     
|accounts              |      |      | $    | 5,316,991   |      |            | --        
|Average interest rate |      |      |      | 0.8%        |      |            | --        
|Loans secured by      |      |     
|trust deeds           |      |      | $    | 129,980,246 |      | $          | 91,913,173
|Average interest rate |      |      |      | 11.7%       |      |            | 10.9%     
|Interest bearing      |      |     
|liabilities:          |      |     
|Note payable to bank  |      |      | $    | 8,817,595   |      |            | --        
|Average interest rate |      |      |      | 3.8%        |      |            | --        
|Line of credit        |      |     
|payable               |      |      |      | --          |      | $          | 4,000,000 
|Average interest rate |      |      |      | --          |      |            | 4.0%      

Market Risk

Market
risk is the exposure to loss resulting from changes in interest rates, equity prices and
real estate values. The Partnerships note payable bears interest at a variable rate,
tied to the LIBOR rate of interest.  As a result, the Partnerships primary market risk
exposure is to changes in interest rates, which will affect the interest cost of
outstanding amounts on the note payable.

The
majority of the Partnerships mortgage loans (88.4% as of September 30, 2003) earn
interest at fixed rates. Changes in interest rates may also affect the value of the
Partnerships investment in mortgage loans and the rates at which the Partnership
reinvests funds obtained from loan repayments and new capital contributions from limited
partners.  As interest rates increase, although the interest rates the Partnership
obtains from reinvested funds will generally increase, the value of the Partnerships
existing loans at fixed rates will generally tend to decrease.  As interest rates
decrease, the amounts becoming available to the Partnership for investment due to
repayment of Partnership loans may be invested at lower rates than the Partnership had
been able to obtain in prior investments, or than the rates on the repaid loans.

The
Partnership does not hedge or otherwise seek to manage interest rate risk.  The
Partnership does not enter into risk sensitive instruments for trading purposes.

Item 4. Controls and Procedures

Within
the 90 days prior to the date of this report, the General Partner of the Partnership
carried out an evaluation, under the supervision and with the participation of the
General Partners management, including the General Partners Chief Executive Officer and
Chief Financial Officer, of the effectiveness of the design and operation of the
Partnerships disclosure controls and procedures pursuant to Exchange Act Rule 13a-14.
 Based upon that evaluation, the Chief Executive Office and Chief Financial Officer of
the General Partner concluded that the Partnerships disclosure controls and procedures
are effective.  There were no significant changes in the Partnerships internal controls
or in other factors that could significantly affect these controls subsequent to the date
of their evaluation.

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

The Partnership is not presently
involved in any material legal proceedings.

Item 6(b).  Reports on Form 8-K

No reports on Form 8-K have been
filed during the quarter for which this report is filed.

---

SIGNATURES

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.

|                           |  |                                                                                                                   
|-------------------------- |  | ------------------------------------------------------------------------------------------------------------------
|Dated:   November 12, 2003 |  | OWENS MORTGAGE INVESTMENT FUND,
a California Limited Partnership
By:  Owens Financial Group, Inc., General Partner

|                           |  |                                                          
|-------------------------- |  | ---------------------------------------------------------
|Dated:   November 12, 2003 |  | By: /s/ William C. Owens
     William C. Owens, President

|                           |  |                                                                      
|-------------------------- |  | ---------------------------------------------------------------------
|Dated:   November 12, 2003 |  | By: /s/ Bryan H. Draper
     Bryan H. Draper, Chief Financial Officer

|                           |  |                                                         
|-------------------------- |  | --------------------------------------------------------
|Dated:   November 12, 2003 |  | By: /s/ Melina A. Platt
     Melina A. Platt, Controller