UNITED  STATES
                     SECURITIES  AND  EXCHANGE  COMMISSION
                          WASHINGTON,  D.C.  20549
                             ___________________
                                 FORM 10-Q




     [X]     QUARTERLY  REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
             EXCHANGE  ACT  OF  1934
             FOR  THE  FISCAL  QUARTER  ENDED  JUNE  30,  2002

     [  ]    TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(D)  OF  THE
             SECURITIES  EXCHANGE  ACT  OF  1934
             FOR  THE  TRANSITION  PERIOD  FROM              TO

                         COMMISSION FILE NUMBER 1-10813
                             _______________________

                          PLM EQUIPMENT GROWTH FUND III
             (Exact name of registrant as specified in its charter)


                     CALIFORNIA                         68-0146197
            (State or other jurisdiction of          (I.R.S. Employer
             incorporation or organization)           Identification No.)

            450 CARILLON PARKWAY SUITE 200
                  ST. PETERSBURG, FL                       33716
                (Address of principal                    (Zip code)
                 executive offices)


       Registrant's telephone number, including area code: (727) 803-8200
                             _______________________


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  ______
                                             ----



<PAGE>

                          PLM EQUIPMENT GROWTH FUND III
                             (A LIMITED PARTNERSHIP)
                            CONDENSED BALANCE SHEETS
                 (in thousands of dollars, except unit amounts)
                                   (unaudited)

<TABLE>
<CAPTION>

<S>                                                             <C>       <C>        <C>           <C>
                                                                           June 30,             December 31,
                                                                            2002                     2001
ASSETS

Equipment held for operating leases at cost                               $ 31,322                 $ 37,731
Less accumulated depreciation                                              (28,560)                 (33,833)
                                                                          ---------                ---------
  Net equipment                                                              2,762                    3,898


Cash and cash equivalents                                                    6,898                   10,141
Accounts receivable, net of allowance for doubtful
    accounts of $542 in 2002 and $518 in 2001                                  275                      420
Prepaid expenses and other assets                                               44                       23
                                                                          ---------                ---------
    Total assets`                                                         $  9,979                 $ 14,482

LIABILITIES AND PARTNERS' CAPITAL

Liabilities:
Accounts payable and accrued expenses                                     $    202                 $    416
Due to affiliates                                                               56                       66
Lessee deposits and reserves for repairs                                         8                       29
                                                                          ---------                ---------
  Total liabilities                                                            266                      511

Partners' capital:
Limited partners (9,871,210 depositary units in 2002 and 2001)               9,713                   13,971
General Partner                                                                 --                       --
                                                                          ---------                ---------
  Total partners' capital                                                    9,713                   13,971
                                                                          ---------                ---------
    Total liabilities and partners' capital                               $  9,979                 $ 14,482
</TABLE>






















       See accompanying notes to unaudited condensed financial statements.
<PAGE>

                          PLM EQUIPMENT GROWTH FUND III
                             (A LIMITED PARTNERSHIP)
                         CONDENSED STATEMENTS OF INCOME
         (in thousands of dollars, except weighted-average unit amounts)
                                   (unaudited)
<TABLE>
<CAPTION>

<S>                                                <C>                   <C>     <C>                 <C>     <C>     <C>
                                                                            For the Three Months          For the Six Months
                                                                               Ended June 30,                Ended June 30,
                                                                           2002               2001       2002          2001
                                                                           -----------------------       -------------------
REVENUES

Lease revenue                                                            $1,439             $1,705     $3,046        $3,675
Interest and other income                                                    28                116         67           169
Net gain on disposition of equipment                                         27                142        199         3,984
                                                                        ----------        ----------  ---------    ---------
  Total revenues                                                          1,494              1,963      3,312         7,828

EXPENSES

Depreciation and amortization                                               369                434        755         1,035
Repairs and maintenance                                                     579                531      1,018         1,091
Equipment operating expenses                                                 11                 10         19            18
Insurance expense                                                            21                 25         42            96
Management fees to affiliate                                                 99                116        210           235
General and administrative expenses to
     affiliates                                                              48                 86        108           250
Other general and administrative expenses                                   307                268        446           697
Provision for bad debts                                                      41                 66         24            96
                                                                        ----------        ----------  ---------    ---------
  Total expenses                                                          1,475              1,536      2,622         3,518

Equity in net income (loss) of an unconsolidated
    special-purpose entity                                                    6                 --         40           (10)
                                                                        ----------        ----------  ---------    ---------
    Net income                                                           $   25             $  427     $  730         4,300

PARTNERS' SHARE OF NET INCOME

Limited partners                                                         $   25             $  396     $  481        $4,269
General Partner                                                              --                 31        249            31
                                                                        ----------        ----------  ---------    ---------
    Total                                                                $   25             $  427     $  730        $4,300

Limited partners' net income per weighted-
  average depositary unit                                                $   --             $ 0.04     $ 0.05        $ 0.43

Cash distribution                                                        $   --             $  623     $4,988        $  623
                                                                        ----------        ----------  ---------    ---------
Cash distribution per limited partners' weighted-
    average depositary unit                                              $   --             $ 0.06     $ 0.48        $ 0.06
</TABLE>









       See accompanying notes to unaudited condensed financial statements.
<PAGE>

                          PLM EQUIPMENT GROWTH FUND III
                             (A LIMITED PARTNERSHIP)
              CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
             FOR THE PERIOD FROM DECEMBER 31, 2000 TO JUNE 30, 2002
                            (in thousands of dollars)
                                   (unaudited)
<TABLE>
<CAPTION>


                                                        Limited       General
                                                       Partners       Partner              Total
<S>                                          <C>       <C>       <C>      <C>    <C>     <C>
  Partners' capital as of December 31, 2000            $ 9,316         $  --             $ 9,316

Net income                                               5,247            31               5,278

Cash distribution                                         (592)          (31)               (623)

  Partners' capital as of December 31, 2001             13,971            --              13,971

Net income                                                 481           249                 730

Cash distribution                                       (4,739)         (249)             (4,988)

  Partners' capital as of June 30, 2002                $ 9,713         $  --             $ 9,713

</TABLE>



































      See accompanying notes to unaudited condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>

<S>                                                                        <C>                 <C>       <C>   <C>
                                        PLM EQUIPMENT GROWTH FUND III
                                           (A LIMITED PARTNERSHIP)
                                      CONDENSED STATEMENTS OF CASH FLOWS
                                          (in thousands of dollars)
                                                (unaudited)

                                                                                                   For the Six Months
                                                                                                     Ended June 30,
                                                                                                  2002            2001
                                                                                                  ----            ----
OPERATING ACTIVITIES

Net income                                                                                     $   730         $ 4,300
Adjustments to reconcile net income to net cash provided by (used in)
    operating activities:
  Depreciation and amortization                                                                    755           1,035
  Net gain on disposition of equipment                                                            (199)         (3,984)
  Equity in net (income) loss from unconsolidated special-purpose entity                           (40)             10
  Changes in operating assets and liabilities:
    Accounts receivable, net                                                                       139             277
    Restricted cash                                                                                 --              (2)
    Prepaid expenses and other assets                                                              (21)            125
    Accounts payable and accrued expenses                                                         (214)           (151)
    Due to affiliates                                                                              (10)             (4)
    Lessee deposits and reserves for repairs                                                       (21)           (179)
                                                                                               --------        --------
      Net cash provided by operating activities                                                  1,119           1,427


INVESTING ACTIVITIES

Payments for capitalized improvements                                                              (21)            (54)
Distributions from unconsolidated special-purpose entity                                            40              66
Proceeds from disposition of equipment                                                             607           5,611
                                                                                               --------        --------
      Net cash provided by investing activities                                                    626           5,623

FINANCING ACTIVITIES

Cash distribution paid to limited partners                                                      (4,739)           (592)
Cash distribution paid to General Partner                                                         (249)            (31)
                                                                                               --------        --------
      Net cash used in financing activities                                                     (4,988)           (623)

Net (decrease) increase in cash and cash equivalents                                            (3,243)          6,427

Cash and cash equivalents at beginning of period                                                10,141           1,832

Cash and cash equivalents at end of period                                                     $ 6,898         $ 8,259


</TABLE>
















       See accompanying notes to unaudited condensed financial statements.


                          PLM EQUIPMENT GROWTH FUND III
                             (A LIMITED PARTNERSHIP)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.     Opinion  of  Management
       -----------------------

In  the  opinion  of  the management of PLM Financial Services, Inc. (FSI or the
General  Partner),  the  accompanying  unaudited  condensed financial statements
contain  all  adjustments  necessary,  consisting  primarily of normal recurring
accruals,  to  present  fairly the unaudited condensed financial position of PLM
Equipment Growth Fund III (the Partnership) as of June 30, 2002 and December 31,
2001,  the unaudited condensed statements of income for the three and six months
ended  June  30, 2002 and 2001, the unaudited condensed statements of changes in
partners'  capital  for  the period from December 31, 2000 to June 30, 2002, and
the  unaudited  condensed statements of cash flows for the six months ended June
30,  2002  and 2001.  Certain information and note disclosures normally included
in  financial  statements  prepared  in  accordance  with  accounting principles
generally  accepted  in  the  United  States  of  America have been condensed or
omitted  from  the  accompanying  condensed  financial  statements.  For further
information,  reference  should  be  made  to the financial statements and notes
thereto  included  in  the Partnership's Annual Report on Form 10-K for the year
ended  December  31,  2001,  on  file at the Securities and Exchange Commission.

2.     Schedule  of  Partnership  Phases
       ---------------------------------

The  Partnership,  in accordance with its limited partnership agreement, entered
its  liquidation  phase  on  January  1,  2000  and  has  commenced  an  orderly
liquidation  of  the  Partnership's  assets.  The  General  Partner  filed  a
certificate  of  dissolution  on behalf of the Partnership with the Secretary of
State for the State of California on December 31, 2000, and following completion
of  the liquidation of the Partnership, will file a certificate of cancellation.
The  General  Partner  may  no  longer  reinvest cash flows and surplus funds in
equipment.  All  future cash flows and surplus funds, if any, are to be used for
distributions  to  partners,  except  to  the extent used to maintain reasonable
reserves.  During  the liquidation phase, the Partnership's assets will continue
to  be reported at the lower of carrying amount or fair value less cost to sell.

3.     Cash  Distributions
       -------------------

Cash  distributions  are recorded when paid and may include amounts in excess of
net  income that are considered to represent a return of capital.  For the three
and  six  months  ended  June  30,  2002, cash distributions totaled $0 and $5.0
million,  respectively.  Cash  distributions  to  the  limited  partners of $4.3
million  for  the  six  months ended June 30, 2002 were deemed to be a return of
capital.  For  the  three and six months ended June 30, 2001, cash distributions
were  $0.6 million.  None of the cash distributions in the six months ended June
30,  2001  were  considered  a  return  of  capital.

4.     Transactions  with  General  Partner  and  Affiliates
       -----------------------------------------------------

The  balance due to affiliates as of June 30, 2002 and December 31, 2001 of $0.1
million  is  a  payable  to  FSI  and  its  affiliate  for  management  fees.

The  Partnership  did  not  incur  any expenses to affiliates related to jointly
owned  equipment  during  the  six  months  ended  June  30,  2002  and  2001.


<PAGE>
                          PLM EQUIPMENT GROWTH FUND III
                             (A LIMITED PARTNERSHIP)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

5.     Equipment
       ---------

Owned  equipment held for operating leases is stated at cost.  The components of
owned  equipment  were  as  follows  (in  thousands  of  dollars):
<TABLE>
<CAPTION>

                                           June 30,             December 31,
                                            2002                   2001
                                           ------                 -------
<S>                            <C>       <C>        <C>           <C>
Railcars                                 $ 27,856               $ 32,305
Trailers                                    2,473                  3,036
Marine containers                             993                  2,390
                                         ---------              ---------
                                           31,322                 37,731
Less accumulated depreciation             (28,560)               (33,833)
                                         ---------              ---------
    Net equipment                        $  2,762               $  3,898
</TABLE>


As  of  June  30,  2002, all equipment in the Partnership portfolio was on lease
except  for  six  containers  and  145  railcars.  As  of December 31, 2001, all
equipment  in  the  Partnership  portfolio was on lease except for 100 railcars.
The  net  book  value of the equipment off lease was $0.3 million as of June 30,
2002  and  December  31,  2001.

Capital  improvements to the Partnership's equipment of $21,000 and $0.1 million
were  made  during  the  six  months ended June 30, 2002 and 2001, respectively.

During  the  six  months ended June 30, 2002, the Partnership disposed of marine
containers,  trailers,  and  railcars,  with an aggregate net book value of $0.4
million  for  aggregate  proceeds  of $0.6 million.  During the six months ended
June  30,  2001,  the  Partnership  disposed  of  aircraft,  marine  containers,
trailers,  and  railcars,  with an aggregate net book value of $1.6 million, for
aggregate  proceeds  of  $5.6  million.











                      (This space intentionally left blank)

<PAGE>
                          PLM EQUIPMENT GROWTH FUND III
                             (A LIMITED PARTNERSHIP)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

6.     Operating  Segments
       -------------------

The  Partnership  operates  or  operated  primarily  in four different segments:
aircraft  leasing,  railcar  leasing,  marine  container  leasing,  and  trailer
leasing.  Each  equipment-leasing  segment  engages  in  short-term and mid-term
operating  leases  to  a  variety  of customers.  The following tables present a
summary  of  the  operating  segments  (in  thousands  of  dollars):

<TABLE>
<CAPTION>

                                                     Marine
For the three months ended                Railcar   Container   Trailer     All
     June 30, 2002                        Leasing    Leasing    Leasing    Other 1   Total
<S>                                      <C>         <C>       <C>        <C>        <C>

REVENUES
  Lease revenue                          $    1,345  $      4  $     90   $     --   $1,439
  Interest income and other                      --        --        --         28       28
  Net gain on disposition of equipment            8        19        --         --       27
                                          ----------  --------  --------  --------  -------
     Total revenues                           1,353        23        90         28    1,494


COSTS AND EXPENSES
  Operations support                            531        --        64         16      611
  Depreciation                                  328         5        36         --      369
  Management fees to affiliates                  93        --         6         --       99
  General and administrative expenses            89        --        19        247      355
  Provision for bad debts                        41        --        --         --       41
                                          ----------  --------  --------  --------  -------
      Total costs and expenses                1,082         5       125        263    1,475
Equity in net income of an USPE                  --        --        --          6        6
                                          ----------  --------  --------  --------  -------
Net income (loss)                        $      271  $     18  $    (35)  $   (229)  $   25
                                         ----------  --------  ---------  ---------  ------
Total assets as of June 30, 2002         $    2,305  $     31  $    688   $  6,955   $9,979
</TABLE>

<TABLE>
<CAPTION>

                                                                Marine
For the three months ended                 Aircraft  Railcar   Container    Trailer
     June 30, 2001                         Leasing   Leasing    Leasing     Leasing    Other 2   Total
<S>                                      <C>        <C>       <C>         <C>        <C>        <C>

REVENUES
  Lease revenue                          $      --  $  1,598  $       11  $     96   $     --   $1,705
  Interest income and other                     33        --          --        --         83      116
  Net gain on disposition of equipment          --       134           8        --         --      142
                                          ---------  --------  ----------  --------  ---------  ------
     Total revenues                             33     1,732          19        96         83    1,963


COSTS AND EXPENSES
  Operations support                             2       492          --        55         17      566
  Depreciation and amortization                 --       393         328        34         --      434
  Management fees to affiliates                  2       109          --         5         --      116
  General and administrative expenses           68        78          --        18        190      354
  Provision for bad debts                       --        66          --        --         --       66
                                          ---------  --------  ----------  --------  ---------  ------
      Total costs and expenses                  72     1,138           7       112        207    1,536
                                          ---------  --------  ----------  --------  ---------  ------
Net income (loss)                        $    (39)  $    594  $       12  $    (16)  $   (124)  $  427
</TABLE>


_________________________
1     Includes  certain assets not identifiable to a particular segment, such as
cash,  prepaid expenses and certain accounts receivable.  Also includes interest
income  and  costs  not  identifiable  to  a  particular segment such as certain
operations  support  and  general and administrative expenses. Also includes the
equity  in  the  income  of  an  entity  that owned a marine vessel and aircraft
expenses.

2     Includes  certain  interest  income  and  costs  not  identifiable  to  a
particular  segment  such  as  certain  operations  support  and  general  and
administrative  expenses.

<PAGE>
                          PLM EQUIPMENT GROWTH FUND III
                             (A LIMITED PARTNERSHIP)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

6.     Operating  Segments  (continued)
       -------------------

<TABLE>
<CAPTION>

                                                    Marine
For the six months ended                Railcar   Container    Trailer
     June 30, 2002                      Leasing    Leasing     Leasing    Other 1   Total
<S>                                     <C>       <C>         <C>        <C>        <C>

REVENUES
  Lease revenue                         $  2,824  $       11  $    211   $     --   $3,046
  Interest income and other                   13          --        --         54       67
Net gain on disposition of equipment         105          69        25         --      199
                                        --------  ----------  ---------  ---------  ------
     Total revenues                        2,942          80       236         54    3,312


COSTS AND EXPENSES
  Operations support                         917          --       130         32    1,079
  Depreciation                               673          11        71         --      755
  Management fees to affiliates              198          --        12         --      210
  General and administrative expenses        173          --        38        343      554
  Provision for bad debts                     15          --         9         --       24
                                        --------  ----------  ---------  ---------  ------
      Total costs and expenses             1,976          11       260        375    2,622
Equity in net income of an USPE               --          --        --         40       40
                                        --------  ----------  ---------  ---------  ------
Net income (loss)                       $    966  $       69  $    (24)  $   (281)  $  730
</TABLE>


<TABLE>
<CAPTION>

                                                                Marine
For the six months ended                 Aircraft   Railcar   Container    Trailer
June 30, 2001                             Leasing   Leasing    Leasing     Leasing    Other 2    Total
<S>                                      <C>        <C>       <C>         <C>        <C>        <C>

REVENUES
  Lease revenue                          $     185  $  3,278  $       23  $    189   $     --   $3,675
  Interest income and other                     39        --          --        --        130      169
  Net gain on disposition of equipment       3,699       224          40        21         --    3,984
                                          ---------  --------  ----------  --------  ---------  -------
     Total revenues                          3,923     3,502          63       210        130    7,828


COSTS AND EXPENSES
  Operations support                            27     1,001          --       100         77    1,205
  Depreciation and amortization                151       788          16        80         --    1,035
  Management fees to affiliates                  4       220           1        10         --      235
  General and administrative expenses          215       130          --        38        564      947
  Provision for bad debts                       --        96          --        --         --       96
                                          ---------  --------  ----------  --------  ---------  -------
      Total costs and expenses                 397     2,235          17       228        641    3,518
Equity in net loss of an USPE                   --        --          --        --        (10)     (10)
                                         ---------  --------  ----------  ---------  ---------  -------
Net income (loss)                        $   3,526  $  1,267  $       46  $    (18)  $   (521)  $4,300
</TABLE>


7.     Net  Income  Per  Weighted-Average  Depositary  Unit
       ----------------------------------------------------

Net  income  per  weighted-average  depositary unit was computed by dividing net
income  attributable  to  the limited partners by the weighted-average number of
depositary  units  deemed  outstanding  during the period.  The weighted-average
number  of  depositary  units deemed outstanding during the three and six months
ended  June  30,  2002  and  2001  was  9,871,210.

_________________________

1     Includes  certain  interest  income  and  costs  not  identifiable  to  a
particular  segment  such  as  certain  operations  support  and  general  and
administrative  expenses.  Also  includes  the equity in the income of an entity
that  owned  a  marine  vessel  and  aircraft  expenses.

2    Includes certain interest income and costs not identifiable to a particular
segment  such  as  certain  operations  support  and  general and administrative
expenses.   Also  includes  the  equity  in  the  loss of an entity that owned a
marine  vessel.


8.     Liquidation  and  Special  Distributions
       ----------------------------------------

On  January  1,  2000,  the  General  Partner began the liquidation phase of the
Partnership and commenced an orderly liquidation of the Partnership assets.  The
General Partner is actively marketing the remaining equipment portfolio with the
intent  of  maximizing  sale  proceeds.  During  the  liquidation  phase  of the
Partnership,  the  equipment  will  continue to be leased under operating leases
until  sold. The amounts reflected for assets and liabilities of the Partnership
have  not  been  adjusted to reflect liquidation values. The equipment portfolio
continues to be carried at the lower of depreciated cost or fair value less cost
to  dispose.  Although  the  General  Partner  estimates  that  there  will  be
distributions after liquidation of assets and liabilities, the amounts cannot be
accurately  determined prior to actual liquidation of the equipment.  Upon final
liquidation,  the  Partnership  will  be  dissolved.

The  Partnership  is  not permitted to reinvest proceeds from the disposition of
equipment.  These  proceeds,  in  excess  of  operational  cash requirements and
reasonable  reserves,  are periodically paid out to limited partners in the form
of  special distributions.  No special distributions were paid in the six months
ended  June  30, 2002 and 2001.  The sales and liquidations occur because of the
determination by the General Partner that it is the appropriate time to maximize
the  return  on  an  asset  through sale of that asset, and, in some leases, the
ability  of  the  lessee  to  exercise  purchase  options.


<PAGE>

ITEM 2.          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                 ---------------------------------------------------------------
RESULTS  OF  OPERATIONS
-----------------------

(I)  RESULTS  OF  OPERATIONS

Comparison  of  PLM  Equipment  Growth  Fund III's (the Partnership's) Operating
--------------------------------------------------------------------------------
Results  for  the  Three  Months  Ended  June  30,  2002  and  2001
-------------------------------------------------------------------

(A)  Owned  Equipment  Operations

Lease  revenues  less  direct  expenses  (defined  as  repairs  and maintenance,
equipment  operating  and  asset-specific insurance expenses) on owned equipment
decreased  during  the  three  months  ended  June 30, 2002 compared to the same
period  of 2001.  Gains or losses from the sale of equipment, interest and other
income,  and  certain expenses such as depreciation and amortization and general
and  administrative  expenses  relating to the operating segments (see Note 6 to
the  unaudited  condensed  financial  statements), are not included in the owned
equipment  operation  discussion  because these expenses are indirect in nature,
not  a  result  of operations but the result of owning a portfolio of equipment.
The  following table presents lease revenues less direct expenses by segment (in
thousands  of  dollars):

<TABLE>
<CAPTION>


                                        For the Three Months
                                           Ended June 30,
                                         2002          2001
                                        ====================
<S>                <C>                   <C>   <C>   <C>
Railcars                                 $814        $1,106
Trailers                                   26            41
Marine containers                           4            11
Aircraft                                   --            (2)
</TABLE>


Railcars:     Railcar  lease  revenues and direct expenses were $1.3 million and
$0.5 million, respectively, for the quarter ended June 30, 2002 compared to $1.6
million  and $0.5 million for the quarter ended June 30, 2001.  The reduction in
lease  revenue  in  2002 compared to 2001 was due to the disposition of railcars
over  the  past  year.

Trailers:     Trailer  lease  revenues and direct expenses were $0.1 million and
$0.1  million,  respectively,  for  the  quarters  ended June 30, 2002 and 2001.

(B)  Interest  and  Other  Income

Interest  and  other income decreased $0.1 million in the quarter ended June 30,
2002  compared  to  the same quarter of 2001 due to a reduction in the amount of
cash  in  the  Partnership.

(C)     Indirect  Expenses  Related  to  Owned  Equipment  Operations

Total  indirect  expenses  of  $0.9  million for the quarter ended June 30, 2002
decreased  from  $1.0 million for the same period of 2001.  The decrease was due
to  a  $0.1  million decrease in depreciation and amortization expense resulting
from  asset  dispositions  over  the  last  twelve  months.

(D)     Net  Gain  on  Disposition  of  Owned  Equipment

The  net  gain  on  the disposition of owned equipment for the second quarter of
2002  was  $27,000,  resulting  from  the  disposition  of marine containers and
railcars,  with  an  aggregate net book value of $2,000 for proceeds of $29,000.
The  net  gain  on  the disposition of owned equipment for the second quarter of
2001  was  $0.1 million, resulting from the disposition of marine containers and
railcars,  with  an  aggregate  net  book value of $48,000, for proceeds of $0.2
million.

(E)     Net  Income

As  a  result of the foregoing, the Partnership had net income of $25,000 in the
second  quarter  of  2002  compared  to net income of $0.4 million in the second
quarter  of  2001.  The  Partnership's  ability to operate and liquidate assets,
secure  leases, and re-lease those assets whose leases expire is subject to many
factors.  Therefore,  the  Partnership's  performance  in the three months ended
June  30,  2002  is  not  necessarily  indicative  of  future  periods.

Comparison  of the Partnership's Operating Results for the Six Months Ended June
--------------------------------------------------------------------------------
30,  2002  and  2001
--------------------

(A)  Owned  Equipment  Operations

Lease  revenues less direct expenses on owned equipment decreased during the six
months  ended  June 30, 2002 compared to the same period of 2001.  The following
table  presents  lease revenues less direct expenses by segment (in thousands of
dollars):

<TABLE>
<CAPTION>

                                         For the Six Months
                                           Ended June 30,
                                        2002           2001
                                       ====================
<S>                <C>                 <C>     <C>   <C>
Railcars                               $1,907        $2,277
Trailers                                   81            89
Marine containers                          11            23
Aircraft                                   --           158
</TABLE>


Railcars:     Railcar  lease  revenues and direct expenses were $2.8 million and
$0.9  million,  respectively, for the six months ended June 30, 2002 compared to
$3.3  million  and  $1.0  million for the same period of 2001.  The reduction in
lease  revenue  and  direct  expenses  in  2002  compared to 2001 was due to the
disposition  of  railcars  over  the  past  year.

Trailers:     Trailer  lease  revenues and direct expenses were $0.2 million and
$0.1  million,  respectively,  for  the six months ended June 30, 2002 and 2001.

Aircraft:     Aircraft  lease revenues and direct expenses were $0.2 million and
$27,000, respectively, during the six months ended June 30, 2001.  There were no
aircraft  lease  revenues  and expenses in the six months ended June 30, 2002 as
the  Partnership  sold  its  wholly  owned  aircraft  in  2001.

(B)  Interest  and  Other  Income

Interest  and  other  income decreased $0.1 million in the six months ended June
30, 2002 compared to the same period of 2001 due to a reduction in the amount of
cash  in  the  Partnership.

(C)     Indirect  Expenses  Related  to  Owned  Equipment  Operations

Total  indirect  expenses  of  $1.5  million for the quarter ended June 30, 2002
decreased  from $2.3 million for the same period of 2001.  Significant variances
are  explained  as  follows:

(i)     A  $0.4  million decrease in general and administrative expenses was due
to  a  decrease  in  allocations  from  the  General  Partner  and  third  party
professional  services  due  to  the  reduction  in  the  size  of the equipment
portfolio.

(ii)     A decrease of $0.3 million in depreciation and amortization expenses in
the  six months ended June 30, 2002 compared to the same period in 2001 reflects
the  disposition  of  Partnership  assets  during  2002  and  2001.

(D)     Net  Gain  on  Disposition  of  Owned  Equipment

The net gain on the disposition of owned equipment for the six months ended June
30,  2002 was $0.2 million, resulting from the disposition of marine containers,
railcars  and  trailers,  with  an  aggregate net book value of $0.4 million for
proceeds of $0.6 million.  The net gain on the disposition of equipment was $4.0
million  for  the six months ended June 30, 2001, resulting from the disposition
of  aircraft,  marine  containers,  trailers, and railcars with an aggregate net
book  value  of  $1.6  million,  for  aggregate  proceeds  of  $5.6  million.




(E)     Equity  in Net Income of an Unconsolidated Special-Purpose Entity (USPE)

Equity  in  net  income of an USPE represents the Partnership's share of the net
income  generated from the operation of jointly owned assets accounted for under
the  equity  method of accounting.  This entity was a single purpose entity that
had  no  debt.  Net  income generated from the operation of jointly owned assets
was  $40,000 in the six months ended June 30, 2002 compared to a loss of $10,000
in  the  same  period  of  2001.

As  of  June  30,  2002  and  2001, the Partnership had no remaining interest in
entities  that jointly owned equipment.  The Partnership's share of revenues and
expenses  in  jointly owned equipment was $40,000 and $0 in the six months ended
June  30,  2002, respectively, compared to $6,000 and $16,000, respectively, for
the  same  period  of  2001.  The revenue in 2002 primarily related to insurance
proceeds  from  a  marine  vessel  in  which  the  Partnership previously had an
interest.

(F)     Net  Income

As  a result of the foregoing, the Partnership had net income of $0.7 million in
the six months ended June 30, 2002 compared to net income of $4.3 million in the
same period of 2001.  The Partnership's ability to operate and liquidate assets,
secure  leases, and re-lease those assets whose leases expire is subject to many
factors.  Therefore,  the Partnership's performance in the six months ended June
30,  2002  is  not  necessarily indicative of future periods.  In the six months
ended  June  30,  2002,  the Partnership distributed $4.7 million to the limited
partners  or  $0.48  per  depositary  unit.

(II)  CRITICAL  ACCOUNTING  POLICIES  AND  ESTIMATES

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires the General Partner
to make estimates and assumptions that affect the reported amounts of assets and
liabilities  and the disclosure of contingent assets and liabilities at the date
of  the  financial  statements and the reported amounts of revenues and expenses
during  the  reporting  period.  On a regular basis, the General Partner reviews
these estimates including those related to asset lives and depreciation methods,
impairment  of  long-lived  assets,  allowance  for  doubtful  accounts,  and
contingencies  and  litigation.  These  estimates  are  based  on our historical
experience  and on various other assumptions believed to be reasonable under the
circumstances.  Actual  results  may differ from these estimates under different
assumptions  or  conditions.  The  General  Partner  believes, however, that the
estimates,  including  those for the above-listed items, are reasonable and that
actual  results  will  not  vary  significantly  from  the  estimated  amounts.

The  General  Partner believes the following critical accounting policies affect
the  more  signifigant  judgments  and  estimates used in the preparation of our
financial  statements:

Asset  lives  and  depreciation  methods:  The  Partnership's  primary  business
involves  the  purchase  and  subsequent  lease of long-lived transportation and
related equipment.   The General Partner has chosen asset lives that it believes
correspond  to  the economic life of the related asset.  The General Partner has
chosen  a  deprecation  method  that  it  believes  matches  the  benefit to the
Partnership from the asset with the associated costs.  These judgments have been
made based on the General Partner's expertise in each equipment segment that the
Partnership operates.  If the asset life and depreciation method chosen does not
reduce  the  book value of the asset to at least the potential future cash flows
from the asset to the Partnership, the Partnership would be required to record a
loss  on  revaluation.  Likewise, if the net book value of the asset was reduced
by  an  amount greater than the economic value has deteriorated, the Partnership
may  record  a  gain  on  sale  upon  final  disposition  of  the  asset.

Impairment  of  long-lived  assets:  On  a  regular  basis,  the General Partner
reviews  the  carrying  value  of  its  equipment  and  investments  in USPEs to
determine  if  the  carrying  value  of  the  assets  may  not be recoverable in
consideration of current economic conditions.  This requires the General Partner
to  make  estimates  related to future cash flows from each asset as well as the
determination  if  the  deterioration  is  temporary  or  permanent.  If  these
estimates  or  the related assumptions change in the future, the Partnership may
be  required  to  record  additional  impairment  charges.

Allowance  for  doubtful  accounts:  The  Partnership  maintains  allowances for
doubtful  accounts  for  estimated  losses  resulting  from the inability of the
lessees  to make the lease payments.  These estimates are primarily based on the
amount  of  time  that has lapsed since the related payments were due as well as
specific  knowledge  related  to the ability of the lessees to make the required
payments.  If  the  financial  condition  of  the  Partnership's lessees were to
deteriorate,  additional  allowances could be required that would reduce income.
Conversely,  if  the  financial  condition  of the lessees were to improve or if
legal  remedies  to  collect past due amounts were successful, the allowance for
doubtful  accounts  may  need  to  be  reduced  and  income  would be increased.

Contingencies  and  litigation:  The Partnership is subject to legal proceedings
involving  ordinary  and  routine  claims related to its business.  The ultimate
legal  and  financial liability with respect to such matters cannot be estimated
with  certainty  and  requires the use of estimates in recording liabilities for
potential litigation settlements.  Estimates for losses from litigation are made
after  consultation  with  outside  counsel.  If  estimates  of potential losses
increase  or  the  related  facts  and  circumstances  change in the future, the
Partnership  may  be  required  to  record  additional  litigation  expense.

(III)  FINANCIAL  CONDITION  --  CAPITAL RESOURCES, LIQUIDITY, AND DISTRIBUTIONS

For  the  six months ended June 30, 2002, the Partnership generated $1.2 million
in  operating  cash  (net  cash  provided  by  operating  activities  plus
non-liquidating  distributions  from  an USPE) to meet its operating obligations
and  fund  distributions  (a total of $5.0 million for the six months ended June
30,  2002)  but  also  used  undistributed available cash from prior periods and
proceeds  from  equipment  dispositions  of  $3.8  million.

During  the six months ended June 30, 2002, the Partnership sold owned equipment
and  received  aggregate  proceeds  of  $0.6  million.

During  the  six  months ended June 30, 2002, accounts receivable decreased $0.1
million  due  the decrease in the size of the Partnership's equipment portfolio.

During the six months ended June 30, 2002, accounts payable and accrued expenses
decreased $0.2 million due to the payment of $0.2 million for an aircraft repair
that  was  accrued  for  as  of  December  31,  2001.

The  General  Partner  has  not  planned any expenditure, nor is it aware of any
contingencies  that  would  cause  the  Partnership  to  require  any additional
capital.

The  Partnership  is  in its active liquidation phase.  As a result, the size of
the  Partnership's remaining equipment portfolio and, in turn, the amount of net
cash  flows  from  operations  will  continue to become progressively smaller as
assets are sold.  Significant asset sales may result in special distributions to
the  partners.

The  amounts  reflected  for  assets and liabilities of the Partnership have not
been  adjusted  to  reflect liquidation values.  The equipment portfolio that is
actively  being marketed for sale by the General Partner continues to be carried
at  the lower of depreciated cost or fair value less cost of disposal.  Although
the  General  Partner estimates that there will be distributions to the partners
after final disposal of assets and settlement of liabilities, the amounts cannot
be  accurately  determined  prior  to  actual  disposal  of  the  equipment.

(IV)  OUTLOOK  FOR  THE  FUTURE

The  Partnership  entered its liquidation phase on January 1, 2000.  The General
Partner is seeking to selectively re-lease or sell assets as the existing leases
expire.  Sale  decisions  may cause the operating performance of the Partnership
to  decline  over  the  remainder  of  its  life.  The  General  Partner filed a
certificate  of  dissolution  on behalf of the Partnership with the Secretary of
State  for the State of California in December 2000, and following completion of
the  liquidation of the Partnership, the General Partner will file a certificate
of  cancellation.

Several  factors  may  affect  the  Partnership's  operating  performance in the
remainder  of  2002  and  beyond,  including  changes  in  the  markets  for the
Partnership's  equipment and changes in the regulatory environment in which that
equipment  operates.

Liquidation of the Partnership's equipment will cause a reduction in the size of
the  equipment  portfolio  and  may result in a reduction of contribution to the
Partnership.  Other factors affecting the Partnership's contribution in the year
2002  include:

1.     The Partnership's fleet of marine containers is in excess of twelve years
of age and is no longer suitable for use in international commerce either due to
its  specific  physical  condition, or lessee's preferences for newer equipment.
Demand  for  the Partnership's marine containers will continue to be weak due to
their  age.

2.     Railcar  loadings  in  North  America  have  weakened over the past year.
Utilization  and  lease  rates  have  been decreasing over this period.  Railcar
contribution  may  decrease in 2002 as existing leases expire and renewal leases
are  negotiated.

3.     Industry-wide utilization of intermodal trailers decreased 12% in the six
months ended June 30, 2002 compared to the six months ended June 30, 2001.  This
may  lead  to  lower  contribution  from  the Partnership's trailers as existing
leases  expire  and  renewals  are  negotiated.

The  ability  of  the  Partnership  to  realize  acceptable  lease  rates on its
equipment in the different equipment markets is contingent on many factors, such
as specific market conditions and economic activity, technological obsolescence,
and  government  or other regulations. The unpredictability of these factors, or
of  their  occurrence,  makes  it  difficult  for the General Partner to clearly
define trends or influences that may impact the performance of the Partnership's
equipment.  The  General Partner continually monitors both the equipment markets
and  the  performance  of  the  Partnership's  equipment  in these markets.  The
General  Partner  may  decide  to  reduce  the  Partnership's  exposure to those
equipment  markets  in  which it determines that it cannot operate equipment and
achieve  acceptable  rates  of  return.

The  Partnership  intends  to  use  cash  flow from operations and proceeds from
disposition of equipment to satisfy its operating requirements, maintain working
capital  reserves,  and  pay  cash  distributions  to  the  unitholders.

(V)  FORWARD-LOOKING  INFORMATION

Except  for the historical information contained herein, this Form 10-Q contains
forward-looking  statements  that  involve  risks  and  uncertainties,  such  as
statements of the Partnership's plans, objectives, expectations, and intentions.
The  cautionary  statements  made  in  this  Form  10-Q  should be read as being
applicable  to  all  related  forward-looking statements wherever they appear in
this  Form  10-Q.  The Partnership's actual results could differ materially from
those  discussed  here.

ITEM  3.     QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK
             ----------------------------------------------------------------

The  Partnership's  primary  market  risk exposure is currency devaluation risk.
During  the six months ended June 30, 2002, 67% of the Partnership's total lease
revenues  equipment  came from non-United States domiciled lessees.  Most of the
Partnership's  leases require payment in United States (U.S) currency.  If these
lessees'  currency  devalues  against  the  U.S.  dollar,  the  lessees  could
potentially  encounter  difficulty  in  making the U.S. dollar denominated lease
payments.

<PAGE>

                           PART II  OTHER INFORMATION

ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K
             -------------------------------------

     (a)     Exhibits
             --------

     None.

     (b)     Reports  on  Form  8-K
             ----------------------

     None.





















                      (This space intentionally left blank)


<PAGE>



Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.


                                         PLM  EQUIPMENT  GROWTH  FUND  III


                                         By:PLM  Financial  Services,  Inc.
                                            General  Partner




Date:  August  12,  2002                    By:  /s/  Stephen  M.  Bess
                                                 ----------------------
                                                 Stephen  M.  Bess
                                                 President  and
                                                 Current  Chief  Accounting
                                                 Officer


CERTIFICATION

The undersigned hereby certifies, in their capacity as an officer of the General
Partner  of  PLM Equipment Growth Fund III (the Partnership), that the Quarterly
Report of the Partnership on Form 10-Q for the period ended June 30, 2002, fully
complies  with  the requirements of Section 13(a) of the Securities Exchange Act
of  1934  and  that the information contained in such report fairly presents, in
all  material respects, the financial condition of the Partnership at the end of
such  period  and  the results of operations of the Partnership for such period.


                                         PLM  EQUIPMENT  GROWTH  FUND  III


                                         By:PLM  Financial  Services,  Inc.
                                            General  Partner




Date:  August  12,  2002                    By:  /s/  Stephen  M.  Bess
                                                 ----------------------
                                                 Stephen  M.  Bess
                                                 President  and
                                                 Current  Chief  Accounting
                                                 Officer



Date:  August  12,  2002                    By:  /s/  James  A.  Coyne
                                                 ---------------------
                                                 James  A.  Coyne
                                                 Chief  Financial  Officer