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+Proc-Type: 2001,MIC-CLEAR
+Originator-Name: webmaster@www.sec.gov
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+<SEC-DOCUMENT>0000711512-02-000003.txt : 20020415
+<SEC-HEADER>0000711512-02-000003.hdr.sgml : 20020415
+ACCESSION NUMBER:		0000711512-02-000003
+CONFORMED SUBMISSION TYPE:	10-K
+PUBLIC DOCUMENT COUNT:		1
+CONFORMED PERIOD OF REPORT:	20011231
+FILED AS OF DATE:		20020328
+
+FILER:
+
+	COMPANY DATA:	
+		COMPANY CONFORMED NAME:			AMRECORP REALTY FUND III
+		CENTRAL INDEX KEY:			0000776813
+		STANDARD INDUSTRIAL CLASSIFICATION:	REAL ESTATE [6500]
+		IRS NUMBER:				752045888
+		STATE OF INCORPORATION:			WI
+		FISCAL YEAR END:			1231
+
+	FILING VALUES:
+		FORM TYPE:		10-K
+		SEC ACT:		1934 Act
+		SEC FILE NUMBER:	033-00152
+		FILM NUMBER:		02590008
+
+	BUSINESS ADDRESS:	
+		STREET 1:		6210 CAMPBELL RD
+		STREET 2:		STE 140
+		CITY:			DALLAS
+		STATE:			TX
+		ZIP:			75248
+		BUSINESS PHONE:		2143808000
+
+	MAIL ADDRESS:	
+		STREET 1:		6210 CAMPBELL RD
+		STREET 2:		STE 140
+		CITY:			DALLAS
+		STATE:			TX
+		ZIP:			75248
+</SEC-HEADER>
+<DOCUMENT>
+<TYPE>10-K
+<SEQUENCE>1
+<FILENAME>f310k01.txt
+<DESCRIPTION>2001 FUND 3 10-K
+<TEXT>
+                            FORM 10-K
+               SECURITIES AND EXCHANGE COMMISSION
+                     Washington, D.C. 20549
+
+                          ANNUAL REPORT
+
+Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
+                              1934
+
+           For the Fiscal Year ended December 31, 2001
+                 Commission file number 33-00152
+
+[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities
+      Exchange Act of 1934               (No Fee Required)
+
+[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
+      Exchange Act of 1934               (No Fee Required)
+
+
+                    AMRECORP REALTY FUND III
+
+     (Exact name of registrant as specified in its charter)
+
+                    Texas                               75-2045888
+    (State or Other Jurisdiction of                  (I.R.S. Employer
+ Incorporation or Organization)                    Identification Number)
+
+   2800 N Dallas Pkwy #100, Plano, Texas                   75093
+ (Address of Principal Executive Offices)                (Zip Code)
+
+Registrant's Telephone Number, Including Area Code (972) 836-8000
+
+   Securities registered pursuant to Section 12(b) of the Act:
+
+                                              Name of Each Exchange
+      Title of Each Class                      on which Registered
+             None                                     None
+
+   Securities registered pursuant to Section 12(g) of the Act:
+
+                  Limited Partnership Interests
+                        (Title of Class)
+
+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     .
+
+Indicate  by  check  mark  if  disclosure  of  delinquent  filers
+pursuant to Item 405 of Regulation S-K is not contained,  to  the
+best of Registrant's knowledge in definitive proxy or information
+to  Statements  incorporated by reference  in  Part  III  of  the
+Form 10-K or any amendment to this Form 10-K.
+
+               Documents Incorporated by Reference
+
+The Prospectus dated November 26, 1985 filed pursuant to Rule
+424(b) as supplemented pursuant to Rule 424(c) on December 5,
+1985.
+PART I
+
+Item 1. Business
+
+       The   Registrant,   Amrecorp   Realty   Fund   III,   (the
+"Partnership"),  is  a limited partnership  organized  under  the
+Texas  Uniform Limited Partnership Act pursuant to a  Certificate
+of  Limited  Partnership dated August 30,  1985  and  amended  on
+November   21,  1985.  On  December  31,  2001,  the  Partnership
+consisted  of  a  corporate general partner, LBAL,  Inc.  (wholly
+owned  by Robert J. Werra) and 283 limited partners owning  2,382
+limited  partnership  interests  at  $1,000  per  interest.   The
+distribution of limited partnership interests commenced  November
+26,  1985 pursuant to a Registration Statement on Form S-11 under
+the Securities Act of 1933 (Registration #33-00152) as amended.
+
+      The  Partnership  was  organized to acquire  a  diversified
+portfolio   of   income-producing  real   properties,   primarily
+apartments,  as  well as office buildings, industrial  buildings,
+and other similar properties
+
+      The Partnership intends to continue until December 31, 2015
+unless terminated by an earlier sale of its Properties.
+
+      Univesco, Inc.("Univesco"), a Texas corporation, controlled
+by  Robert  J.  Werra,  manages the affairs of  the  Partnership.
+Univesco  acts  as  the  managing  agent  with  respect  to   the
+Partnership's Properties.  Univesco may also engage other on-site
+property  managers  and  other agents, to the  extent  management
+considers appropriate. Univesco and the general partner make  all
+decisions  regarding investments in and disposition of Properties
+and  has  ultimate  authority regarding all  property  management
+decisions.
+
+      No material expenditure has been made or is anticipated for
+either Partnership-sponsored or consumer research and development
+activities   relating  to  the  development  or  improvement   of
+facilities or services provided by the Partnership. There neither
+has been, nor are any anticipated, material expenditures required
+to   comply  with  any  federal,  state  or  local  environmental
+provisions   which  would  materially  affect  the  earnings   or
+competitive position of the Partnership.
+
+      The  Partnership is engaged solely in the business of  real
+estate  investments. Its business is believed  by  management  to
+fall  entirely within a single industry segment. Management  does
+not  anticipate that there will be any material seasonal  affects
+upon the operation of the Partnership.
+
+
+Competition and Other Factors
+
+The  majority of the Property's leases are of six to twelve month
+terms.  Accordingly,  operating income is highly  susceptible  to
+varying  market conditions. Occupancy and local market rents  are
+driven  by  general market conditions which include job creation,
+new   construction  of  single  and  multi-family  projects,  and
+demolition and other reduction in net supply of apartment units.
+
+Rents  have generally been increasing in recent years due to  the
+generally positive relationship between apartment unit supply and
+demand  in  the Partnership's markets. However, the  property  is
+subject  to substantial competition from similar and often  newer
+properties in the vicinity in which they are located. Capitalized
+expenditures  have increased as units are updated and  made  more
+competitive in the market place.
+Item 2. Properties
+
+
+At December 31, 2001, the Partnership owned Las Brisas Apartment,
+a  376-unit  apartment  community located  at  2010  South  Clark
+Street,  Abilene,  Taylor County, Texas  79606.  The  Partnership
+purchased a fee simple interest in Las Brisas Apartments on  July
+30,   1986.  The  property  contains  approximately  312,532  net
+rentable  square feet, one clubhouse, and five laundry facilities
+located on approximately 19.11 acres of land.
+
+The  property is encumbered by a mortgage note payable in monthly
+installments of principal and interest through December 31, 2003,
+when a lump-sum payment of approximately $2,642,000 is due.   For
+information  regarding the encumbrances to which the property  is
+subject  and  the  status of the related mortgage  loans,  see  "
+Management`s  Discussion and Analysis of Financial Condition  and
+Results   of   Operations  -  Liquidity  and  Capital  Resources"
+contained in Item 7 hereof and Note B to the Financial Statements
+and Schedule Index contained in Item 8.
+
+
+                         Occupancy Rates
+
+                             Percent
+
+
+                 1997     1998     1999     2000     2001
+Las              84.8%    90.7%    95.4%    95.0%    92.7%
+Brisas
+
+
+Item 3.  Legal Proceedings
+
+
+     The Partnership is not engaged in any material legal proceedings.
+
+
+Item 4.  Submission of Matters to a Vote of Security Holders
+
+      There  were  no  matters submitted to a  vote  of  security
+holders during the fourth quarter of the fiscal year.
+
+      By virtue of its organization as a limited partnership, the
+Partnership  has outstanding no securities possessing traditional
+voting  rights. However, as provided and qualified in the Limited
+Partnership  Agreement, limited partners have voting rights  for,
+among  other  things,  the  removal of the  General  Partner  and
+dissolution of the Partnership.
+
+
+PART II
+
+Item 5.  Market for Registrant's Common Equity and Related
+Stockholders Matters
+
+The  Partnerships  outstanding securities  are  in  the  form  of
+Limited  Partnership Interests ("Interests"). As of December  31,
+2001  there were approximately 283 limited partners owning  2,382
+interests  at  $1,000 per interest. A public market  for  trading
+Interests  has not developed and none is expected to develop.  In
+addition, transfer of an Interest is restricted pursuant  to  the
+Limited Partnership Agreement.
+
+The General Partner continues to review the Partnership's ability
+to  make distributions on a quarter-by-quarter basis, however, no
+such  distributions  have been made to the  limited  partners  in
+several  years  and none are anticipated in the immediate  future
+due  to  required debt service payments and the existence of  the
+Special  Limited  Partner,  Mr. Robert  J.  Werra.   The  Special
+Limited  Partner has first right to all net operating  cash  flow
+and  net proceeds from disposals of assets to the extent  of  the
+special  limited partner distribution preference.   During  2001,
+2000 and 1999, the Special Limited Partner received distributions
+from  the  Partnership  totaling $985,408, $75,000  and  $265,000
+respectively.
+
+An  analysis of tax income or loss allocated and cash distributed
+to Investors per $1,000 unit is as follows:
+
+
+
+YEARS      INCOME      GAIN      LOSS      CASH DISTRIBUTED
+1986           $0        $0      $186             $0
+1987            0         0       286              0
+1988            0         0       310              0
+1989            0         0       278              0
+1990            0         0       231              0
+1991            0         0       142              0
+1992            0         0         0              0
+1993            0       153       162              0
+1994           24         0         0              0
+1995            0         0         5              0
+1996           20         0         0              0
+1997            0         0       (21)             0
+1998            4         0         0              0
+1999           72         0         0              0
+2000           <1         0         0              0
+2001           98         0         0              0
+
+
+Item 6.   Selected Financial Data
+
+The  following table sets forth selected financial data regarding
+the Partnership's results of operations and financial position as
+of  the  dates  indicated.  This information should  be  read  in
+conjunction   with  "Management's  Discussion  and  Analysis   of
+Financial Condition and Results of Operations" contained in  Item
+7 hereof and the financial Statements and notes thereto contained
+in Item 8.
+
+                   Year Ended December 31,
+       ( in thousands except unit and per unit amounts)
+
+                                         2001   2000   1999   1998   1997
+
+Limited Partner Units Outstanding -
+  Basic                                 2,382  2,382  2,382  2,382  2,382
+Statement of Operations
+  Total Revenues                       $1,605 $1,591 $1,588 $1,473 $1,430
+
+
+
+Net Income (Loss)                          86    (23)   143      3    (52)
+Limited Partner Net Income (Loss)
+per Unit - Basic                        35.68  (9.76) 59.65   1.28 (21.49) (a)
+Cash Distributions to Limited               0      0      0      0      0
+Partners per Unit - Basic
+
+
+Balance Sheet:
+               Real Estate, net         3,576  3,787  3,892  4,109  4,254
+               Total Assets             4,332  4,123  4,277  4,459  4,567
+               Mortgages Payable        4,100  2,874  2,941  3,004  3,061
+               Partners Equity             (6)   894    992  1,114  1,175
+
+
+
+     (a)   For  Federal  Income  Tax  purposes  only  income  was
+     reallocated   in  accordance  the  regulations   promulgated
+     thereunder of the Internal Revenue Code of 1986 as amended.
+
+
+
+Item 7.  Management Discussion and Analysis of Financial
+Conditions and Results of Operations
+
+This discussion should be read in conjunction with Item 6 -
+"Selected Financial Data" and Item 8 - "Financial Statements and
+Supplemental Information".
+
+Results of Operations: 2001 VERSUS 2000
+
+Revenue  from  Property  Operations increased  $14,252  or  0.9%.
+Rental  income  increased $10,132 or 0.69% as compared  to  2000.
+Other  income  increased $4,120 or 3.61%  due  to  increased  fee
+income  from  residents.   The following  table  illustrates  the
+increases or (decreases):
+
+
+                      Increase
+                     (Decrease)
+
+Rental income          10,132
+Other                   4,120
+Net Increase           14,252
+
+
+
+Property operating expenses for 2001 decreased $95,081 or  5.89%.
+Repair  and maintenance expenses decreased from 2000 by  $134,481
+or  49.26% primarily due completion of deferred maintenance items
+in  2000.  Utilities increased $36,416 or 20.71%  due  to  higher
+rates.  Real estate taxes increased $6,342 or 4.56% due to higher
+assessed valuations.  Interest expense decreased by $10,101  from
+due  to normal principal amortization.  Property management  fees
+are  paid  to  an affiliated entity and represents  5%  of  gross
+operating  revenues  (see  Note 4  to  Financial  Statements  and
+Schedule  Index  contained  in  Item  8.)  The  following   table
+illustrates the increases or (decreases):
+
+                               Increase
+                              (Decrease)
+
+Payroll                         (4,505)
+Utilities                       36,416
+Real estate taxes                6,342
+Repairs and Maintenance       (134,481)
+General & Administrative        (3,945)
+Interest                       (10,101)
+Depreciation and amortization   14,599
+Property management fees           713
+Administrative Service Fee        (119)
+Net Increase                   (95,081)
+
+
+Results of Operations: 2000 VERSUS 1999
+
+Revenue  from  Property  Operations increased  $2,231  or  0.14%.
+Rental  income  decreased $5,916 or 0.39% as  compared  to  1999.
+Other  income  increased $8,147 or 7.69%  due  to  increased  fee
+income  from  residents.   The following  table  illustrates  the
+increases or (decreases):
+
+
+                         Increase
+                        (Decrease)
+
+Rental income            $(5,916)
+Other                      8,147
+Net Increase              $2,231
+
+
+
+Property  operating  expenses  for  2000  increased  $169,257  or
+11.71%.   Repair and maintenance expenses increased from 1999  by
+$83,685   or  44.20%  primarily  due  more  deferred  maintenance
+activities performed, including carpentry repairs throughout  the
+property.  Utilities increased $20,007 or 12.84% due to increased
+utility  consumption and higher rates.  Payroll increased $23,157
+or 9.2% due to increased salaries.  Interest expense decreased by
+$5,312  from 1999 due to normal principal amortization.  Property
+management  fees are paid to an affiliated entity and  represents
+4%   of  gross  operating  revenues  (see  Note  4  to  Financial
+Statements and Schedule Index contained in Item 8.) The following
+table illustrates the increases or (decreases):
+
+                                    Increase
+                                   (Decrease)
+
+Payroll                             $23,157
+Utilities                            20,007
+Real estate taxes                    21,858
+Repairs and Maintenance              83,685
+General & Administrative             11,657
+Interest                             (5,312)
+Depreciation and amortization        13,974
+Property management fees                112
+Administrative Service Fee              119
+Net Increase                       $169,257
+
+ Liquidity and  Capital Resources
+
+While it is the General Partners primary intention to operate and
+manage  the existing real estate investment, the General  Partner
+also  continually evaluates this investment in light  of  current
+economic conditions and trends to determine if this asset  should
+be  considered for disposal. At this time, there is  no  plan  to
+dispose of Las Brisas Apartments.
+
+As of December 31, 2001, the Partnership had $559,647 in cash and
+cash  equivalents as compared to $12,904 as of December 31, 2000.
+The  net increase in cash of $546,743 is principally due  to  the
+refinancing of the apartment community.
+
+The  property  is  encumbered by a non-recourse mortgage  with  a
+principal  balance of $4,100,000 as of December  31,  2001.   The
+mortgage  payable  bears  interest at 6.18%  and  is  payable  in
+monthly  installments  of principal and interest  until  December
+2011  when a lump-sum payment of approximately $3,447,000 is due.
+The  required  principal reductions for  the  five  years  ending
+December  31,  2006, are $48,680, $51,775, $55,067,  $58,568  and
+$62,292, respectively.
+
+For  the  foreseeable  future, the Partnership  anticipates  that
+mortgage   principal   payments   (excluding   balloon   mortgage
+payments), improvements and capital expenditures will  be  funded
+by  net  cash from operations. The primary source of  capital  to
+fund the balloon mortgage payment will be proceeds from the sale,
+financing or refinancing of the Property.
+
+The  $254,823 in Special Limited Partner equity is the result  of
+previous fundings for operating deficits and other partner  loans
+made  to  the Partnership by a related entity. These  loans  were
+reclassified to equity during 1993.  The Special Limited  Partner
+has  first right to all net operating cash flows and net proceeds
+from  disposals  of assets to the extent of the  Special  Limited
+Partners  distribution preference.  During  2001  and  2000,  the
+Special   Limited   Partner  received  distributions   from   the
+Partnership totaling $985,408 and $75,000, respectively.
+
+Item  7a  - Quantitative and Qualitative Disclosure about Market Risk
+
+Market Risk
+
+The Partnership is exposed to interest rate changes primarily  as
+a result of its real estate mortgages.  The Partnerships interest
+rate risk management objective is to limit the impact of interest
+rate changes on earnings and cash flows and to lower it's overall
+borrowing  costs.   To  achieve its objectives,  the  Partnership
+borrows primarily at fixed rates.  The Partnership does not enter
+into derivative or interest rate transactions for any purpose.
+
+The Partnerships' activities do not contain material risk due  to
+changes  in  general market conditions.  The partnership  invests
+only  in fully insured bank certificates of deposits, and  mutual
+funds investing in United States treasury obligations.
+
+Risk  Associated with Forward-Looking Statements Included in this
+Form   10-K  This  Form  10-K  contains  certain  forward-looking
+statements  within the meaning of Section 27A of  the  Securities
+Act  of  1933 and Section 21E of the Securities Exchange  Act  of
+1934,  which  are  intended to be covered  by  the  safe  harbors
+created   thereby.   These  statements  include  the  plans   and
+objectives  of management for future operations, including  plans
+and    objectives   relating   to   capital   expenditures    and
+rehabilitation  costs  on  the Properties.   The  forward-looking
+statements included herein are based on current expectations that
+involve  numerous risks and uncertainties.  Assumptions  relating
+to  the foregoing involve judgments with respect to, among  other
+things,  future  economic, competitive and market conditions  and
+future  business  decisions,  all  of  which  are  difficult   or
+impossible to predict accurately and many of which are beyond the
+control  of the Company.  Although the Company believes that  the
+assumptions   underlying  the  forward-looking   statements   are
+reasonable,  any  of  the assumptions could  be  inaccurate  and,
+therefore,  there  can be no assurance that  the  forward-looking
+statements included in this Form 10-K will prove to be  accurate.
+In light of the significant uncertainties inherent in the forward-
+looking  statements  included  herein,  the  inclusion  of   such
+information  should  not be regarded as a representation  by  the
+Company or any other person that the objectives and plans of  the
+Company will be achieved.
+
+
+
+
+
+
+
+                    AMRECORP REALTY FUND III
+                      FINANCIAL STATEMENTS
+                AND INDEPENDENT AUDITORS' REPORTS
+
+                   December 31, 2001 and 2000
+
+
+
+
+
+
+                 INDEX TO FINANCIAL STATEMENTS
+
+
+
+                                                                     Page
+
+Independent Auditors' Reports                                          1
+
+Financial Statements
+
+  Balance Sheets as of December 31, 2001 and 2000                      3
+
+  Statements of Operations for the years ended December 31,
+    2001, 2000 and 1999                                                4
+
+  Statements of Partners' Equity (Deficit) for the years ended
+    December 31, 2001, 2000 and 1999                                   5
+
+  Statements of Cash Flows for the years ended December 31,
+    2001, 2000 and 1999                                                6
+
+  Notes to Financial Statements                                        7
+
+  Schedule III - Real Estate and Accumulated Depreciation             13
+
+
+
+  All other schedules have been omitted because they are not
+  applicable, not required or the information has been supplied
+  in the financial statements or notes thereto.
+
+
+
+
+
+
+
+
+                  INDEPENDENT AUDITORS' REPORT
+
+
+To the General Partner and Limited Partners of
+    Amrecorp Realty Fund III
+
+We  have  audited  the accompanying balance  sheets  of  Amrecorp
+Realty  Fund III, a Texas limited partnership (the "Partnership")
+as  of December 31, 2001 and 2000, and the related statements  of
+operations,  partners' equity (deficit), and cash flows  for  the
+years  ended  December 31, 2001, 2000 and 1999.  These  financial
+statements   are   the   responsibility  of   the   Partnership's
+management.  Our responsibility is to express an opinion on these
+financial statements based on our audits.
+
+We  conducted  our  audits  in  accordance  with  U.S.  generally
+accepted  auditing standards.  Those standards  require  that  we
+plan  and perform the audit to obtain reasonable assurance  about
+whether   the   financial  statements  are   free   of   material
+misstatement.   An  audit includes examining, on  a  test  basis,
+evidence  supporting the amounts and disclosures in the financial
+statements.   An  audit  also includes assessing  the  accounting
+principles used and significant estimates made by management,  as
+well  as  evaluating the overall presentation  of  the  financial
+statements.   We  believe that our audits  provide  a  reasonable
+basis for our opinion.
+
+In  our  opinion,  the  December  31,  2001  and  2000  financial
+statements  referred  to above present fairly,  in  all  material
+respects, the financial position of Amrecorp Realty Fund  III  as
+of  December 31, 2001 and 2000, and the results of its operations
+and  its  cash flows for the years ended December 31, 2001,  2000
+and  1999  in conformity with U.S. generally accepted  accounting
+principles.
+
+Our audits were made for the purpose of forming an opinion on the
+basic  financial statements taken as a whole.  Schedule  III  for
+the year ended December 31, 2001 is presented for the purpose  of
+complying with the Securities and Exchange Commission's rules and
+is  not a required part of the basic financial statements.   This
+schedule has been subjected to the auditing procedures applied in
+the audits of the basic financial statements and, in our opinion,
+fairly  states,  in  all material respects,  the  financial  data
+required  to  be  set  forth therein in  relation  to  the  basic
+financial statements taken as a whole.
+
+
+
+
+January 22, 2002
+Plano, Texas
+
+
+
+
+
+                    AMRECORP REALTY FUND III
+                         BALANCE SHEETS
+                   December 31, 2001 and 2000
+
+
+                             ASSETS
+                                                     2001             2000
+
+Investments in real estate at cost
+      Land                                     $1,000,000       $1,000,000
+      Buildings, improvements and
+        furniture and fixtures                  6,856,116        6,732,843
+
+                                                7,856,116        7,732,843
+     Accumulated depreciation                  (4,279,982)      (3,945,734)
+
+                                                3,576,134        3,787,109
+
+Cash and cash equivalents                         559,647           12,904
+Restricted cash                                       ---           59,000
+Escrow deposits                                       ---          138,248
+Capital replacement reserve                        55,625           10,295
+Liquidity reserve                                     ---          100,599
+Deferred financing costs, net of accumulated
+  amortization of $1,141 and $-0-, respectively    90,136              ---
+Other assets                                       50,466           15,073
+
+TOTAL ASSETS                                    4,332,008        4,123,228
+
+
+                LIABILITIES AND PARTNERS' EQUITY
+
+Mortgage payable                                4,100,000        2,873,998
+Accrued interest payable                           21,115           19,519
+Accounts payable                                   38,745           23,384
+Real estate taxes payable                             237          139,220
+Due to affiliates                                 122,871          119,299
+Security deposits                                  55,018           54,218
+
+TOTAL LIABILITIES                               4,337,986        3,229,638
+
+PARTNERS' EQUITY                                   (5,978)         893,590
+
+TOTAL LIABILITIES AND PARTNERS' EQUITY          $4,332,008      $4,123,228
+
+
+
+
+
+                    AMRECORP REALTY FUND III
+                    STATEMENTS OF OPERATIONS
+      For the Years Ended December 31, 2001, 2000 and 1999
+
+                                            2001          2000          1999
+
+INCOME
+ Rentals                              $1,487,069    $1,476,937    $1,482,853
+ Other                                   118,182       114,062       105,915
+
+ Total income                          1,605,251     1,590,999     1,588,768
+
+OPERATING EXPENSES
+ Depreciation and amortization           335,389       320,790       306,816
+ Payroll                                 270,925       275,430       252,273
+ Repairs and maintenance                 138,546       273,027       189,342
+ Interest                                226,694       236,795       242,107
+ Utilities                               212,248       175,832       155,825
+ Real estate taxes                       145,562       139,220       117,362
+ General and administrative              100,760       104,705        93,048
+ Property management fee to affiliate     80,263        79,550        79,438
+ Administrative service fee to affiliate   9,024         9,143         9,024
+
+ Total operating expenses              1,519,411     1,614,492     1,445,235
+
+ NET INCOME (LOSS)                       $85,840      $(23,493)     $143,533
+
+NET INCOME (LOSS) PER LIMITED
+PARTNERSHIP   UNIT  -  BASIC              $35.68        $(9.76)       $59.65
+
+LIMITED PARTNERSHIP UNITS
+ OUTSTANDING - BASIC                       2,382         2,382         2,382
+
+
+
+
+                    AMRECORP REALTY FUND III
+            STATEMENTS OF PARTNERS' EQUITY (DEFICIT)
+      For the Years Ended December 31, 2001, 2000 and 1999
+
+
+                                            Special
+                                  General   Limited    Limited
+                                  Partner   Partners   Partners     Total
+
+Balance, January 1, 1999       $(139,049)  $1,580,231 $(327,632)  $1,113,550
+
+ Distributions                       ---     (265,000)      ---     (265,000)
+
+ Net income                        1,435          ---   142,098      143,533
+
+ Balance, December 31, 1999     (137,614)   1,315,231  (185,534)     992,083
+
+ Distributions                       ---      (75,000)      ---      (75,000)
+
+ Net income                         (235)         ---   (23,258)     (23,493)
+
+ Balance, December 31, 2000     (137,849)   1,240,231  (208,792)     893,590
+
+ Distributions                       ---     (985,408)      ---     (985,408)
+
+ Net loss                            858          ---    84,982       85,840
+
+ Balance, December 31, 2001    $(136,991)    $254,823 $(123,810)     $(5,978)
+
+
+
+
+
+
+
+
+
+
+
+                    AMRECORP REALTY FUND III
+                    STATEMENTS OF CASH FLOWS
+     For the Years Ended December 31, 2001, 2000 and 1999
+
+                                              2001         2000         1999
+
+CASH FLOWS FROM OPERATING ACTIVITIES
+ Net income (loss)                         $85,840     $(23,493)    $143,533
+ Adjustments to reconcile net income (loss) to
+   net cash provided by operations:
+ Depreciation and amortization             335,389      320,790      306,816
+ Changes in assets and liabilities:
+   Restricted cash                          59,000       (7,000)      (8,000)
+   Escrow deposits                         138,248        6,118      (10,383)
+   Other assets                            (35,393)      (3,623)         202
+   Accrued interest payable                  1,596         (459)        (424)
+   Security deposits                           800        2,776        7,396
+   Accounts payable                         15,361       (9,417)        (887)
+   Due to affiliates                         3,572       (3,214)      (2,477)
+   Real estate taxes payable              (138,983)      21,859         (652)
+
+ Net  cash  provided by operating
+   activities                              465,430      304,337      435,124
+
+CASH FLOWS FROM INVESTING ACTIVITIES
+ Investments in real estate               (123,273)    (215,783)     (89,571)
+ Capital replacement reserve               (45,330)      32,633      (14,741)
+
+ Net  cash  used for investing
+   activities                             (168,603)    (183,150)    (104,312)
+
+CASH FLOWS FROM FINANCING ACTIVITIES
+ Payments  on  mortgages and notes
+   payable                                 (60,718)     (67,640)     (62,363)
+ Proceeds from refinancing               1,286,720          ---          ---
+ Deferred financing costs                  (91,277)         ---          ---
+ Liquidity reserve                         100,599      (10,096)       4,755
+ Distributions                            (985,408)     (75,000)    (265,000)
+
+ Net  cash  provided  by (used for)
+   financing activities                    249,916     (152,736)    (322,608)
+
+ Net  increase  (decrease) in cash
+   and cash  equivalents                   546,743      (31,549)       8,204
+
+ Cash  and  cash  equivalents at
+   beginning of  period                     12,904       44,453       36,249
+
+ Cash  and  cash  equivalents at
+   end of period                          $559,647      $12,904      $44,453
+
+ Supplemental disclosure of cash flow
+ information:
+    Cash paid during the year for
+      interest                            $224,849     $237,255     $242,531
+   Noncash financing activity :
+      Refinancing  of mortgage payable  $2,813,280     $    ---     $    ---
+
+
+
+
+
+                    AMRECORP REALTY FUND III
+                  NOTES TO FINANCIAL STATEMENTS
+                   December 31, 2001 and 2000
+
+
+NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
+
+     Nature of Operations
+
+     Amrecorp  Realty  Fund  III  (the  "Partnership"),  a  Texas
+     limited  partnership, was formed on August 30,  1985,  under
+     the  laws  of  the  state  of  Texas,  for  the  purpose  of
+     acquiring,  maintaining, developing, operating, and  selling
+     buildings  and  improvements.   The  Partnership  owns   and
+     operates   rental   apartments  in  Abilene,   Texas.    The
+     Partnership  will  be  terminated  by  December  31,   2015,
+     although this date can be extended if certain events  occur.
+     LBAL,  Inc., a Texas corporation wholly owned by Mr.  Robert
+     J.  Werra,  is the general partner.  Mr. Werra is the  first
+     special  limited partner and third special limited  partner.
+     The  second special limited partner is an affiliate  of  the
+     general partner.
+
+     An  aggregate of 25,000 limited partner units at $1,000  per
+     unit  are  authorized, of which 2,382 units were outstanding
+     for  each  of the three years ended December 31, 2001,  2000
+     and  1999.   Under the terms of the offering, no  additional
+     units  will  be offered.  Effective November  1,  1993,  the
+     partnership  agreement  was amended to  establish  a  first,
+     second  and third special limited partner status as referred
+     to above.
+
+     Allocation of Net Income (Loss) and Cash
+
+     Net  income and net operating cash flow, as defined  in  the
+     limited  partnership agreement, are allocated first  to  the
+     limited  partners  in  an  amount equal  to  a  distribution
+     preference  (as defined) on capital contributions  from  the
+     first  day of the month following their capital contribution
+     and  thereafter generally 1% to the general partner and  99%
+     to  the  limited partners.  Net loss is allocated 1% to  the
+     general partner and 99% to the limited partners.
+
+     Net income from the sale of property is allocated first,  to
+     the  extent  there  are cumulative net  losses,  1%  to  the
+     general partner and 99% to the limited partners; second,  to
+     the   limited   partners  in  an  amount  equal   to   their
+     distribution  preference as determined on the  date  of  the
+     partners'  entry into the Partnership; and, thereafter,  15%
+     to the general partner and 85% to the limited partners.
+
+     Cash  proceeds from the sale of property or refinancing  are
+     allocated  first to the limited partners to  the  extent  of
+     their  capital contributions and distribution preference  as
+     determined  on  the  date of the partners'  entry  into  the
+     Partnership; and, thereafter, 15% to the general partner and
+     85% to the limited partners.
+
+                    AMRECORP REALTY FUND III
+                  NOTES TO FINANCIAL STATEMENTS
+                   December 31, 2001 and 2000
+
+NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
+
+     All  distributions  of  net  operating  cash  flow  and  net
+     proceeds  of the Partnership shall be distributed  first  to
+     special  limited  partners to satisfy  the  special  limited
+     partner   distribution  preference,  then   to   repay   any
+     unreturned  portion  of  their  contribution.    The   total
+     distribution preference due to the special limited  partners
+     is  approximately $1,918,000 as of December 31,  2001.   Any
+     additional  available  cash  will  then  be  distributed  in
+     accordance  with  the partnership agreement.   During  2001,
+     2000  and  1999,  distributions of  $985,408,  $75,000,  and
+     $265,000,  respectively, were made to  the  special  limited
+     partners in accordance with this agreement.
+
+     Basis of Accounting
+
+     The  Partnership  maintains  its  books  on  the  basis   of
+     accounting  used for federal income tax reporting  purposes.
+     Memorandum   entries   have  been  made   to   present   the
+     accompanying   financial  statements  in   accordance   with
+     generally accepted accounting principles.
+
+     Investments in Real Estate and Depreciation
+
+     Buildings,  improvements,  and furniture  and  fixtures  are
+     recorded  at  cost  and depreciated using the  straight-line
+     method over the estimated useful lives of the assets ranging
+     from 5 to 27.5 years.
+
+     Income Taxes
+
+     No  provision  for  income taxes has  been  made  since  the
+     partners  report their respective share of  the  results  of
+     operations on their individual income tax return.
+
+     Deferred Financing Costs
+
+     Costs  incurred  to  obtain  mortgage  financing  are  being
+     amortized  over the life of the mortgage using the straight-
+     line method.
+
+     Revenue Recognition
+
+     The  Partnership has leased substantially all of its  rental
+     apartments  under  cancelable leases for  periods  generally
+     less  than  one  year.  Rental revenue is  recognized  on  a
+     monthly basis as earned.
+
+     Syndication Costs
+
+     Costs  or fees incurred to raise capital for the Partnership
+     are netted against the respective partners' equity accounts.
+
+
+                    AMRECORP REALTY FUND III
+                  NOTES TO FINANCIAL STATEMENTS
+                   December 31, 2001 and 2000
+
+NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
+
+     Cash and Cash Equivalents
+
+     The Partnership considers all highly liquid instruments with
+     a maturity of three months or less to be cash equivalents.
+
+     Restricted Cash
+
+     Restricted cash consists of tenant security deposits.
+
+     Long-Lived Assets
+
+     In   accordance  with  Statement  of  Financial   Accounting
+     Standards  ("SFAS") No. 121, "Accounting For the  Impairment
+     of  Long-Lived  Assets  and  For  Long-Lived  Assets  to  be
+     Disposed  Of", the Partnership records impairment losses  on
+     long-lived  assets  used in operations  when  indicators  of
+     impairment  are  present  and the  undiscounted  cash  flows
+     estimated to be generated by those assets are less than  the
+     assets'  carrying amount.  SFAS No. 121 also  addresses  the
+     accounting  for  long-lived assets that are expected  to  be
+     disposed  of.   Based on current estimates, management  does
+     not believe impairment of operating properties is present.
+
+     Computation of Earnings Per Unit
+
+     The   Partnership   has  adopted  Statement   of   Financial
+     Accounting Standards ("SFAS") No.128, "Earnings per  Share".
+     Basic  earnings per unit is computed by dividing net  income
+     (loss)  attributable to the limited partners'  interests  by
+     the  weighted average number of units outstanding.  Earnings
+     per unit assuming dilution would be computed by dividing net
+     income   (loss)   attributable  to  the  limited   partners'
+     interests  by  the  weighted average  number  of  units  and
+     equivalent  units  outstanding.   The  Partnership  has   no
+     equivalent units outstanding for any period presented.
+
+     Segment Information
+
+     The  Partnership is in one business segment, the real estate
+     investments  business, and follows the requirements  of  FAS
+     131,  "Disclosures  about  Segments  of  an  Enterprise  and
+     Related Information."
+
+                    AMRECORP REALTY FUND III
+                  NOTES TO FINANCIAL STATEMENTS
+                   December 31, 2001 and 2000
+
+NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
+
+     Concentration of Credit Risk
+
+     Financial   instruments   which  potentially   subject   the
+     Partnership   to  concentrations  of  credit  risk   consist
+     primarily  of  cash. The Partnership places  its  cash  with
+     various  financial institutions.  The Partnership's exposure
+     to  loss  should  any of these financial  institutions  fail
+     would  be  limited  to any amount in excess  of  the  amount
+     insured  by  the  Federal Deposit Insurance Corporation  and
+     Securities Investor Protection Corporation.  Management does
+     not  believe significant credit risk exists at December  31,
+     2001.
+
+     Use of Estimates
+
+     The  preparation of financial statements in conformity  with
+     generally accepted accounting principles requires management
+     to  make  estimates and assumptions that affect the reported
+     amounts   of  assets  and  liabilities  and  disclosure   of
+     contingent  assets  and  liabilities  at  the  date  of  the
+     financial  statements and the reported amounts  of  revenues
+     and  expenses during that reporting period.  Actual  results
+     could differ from those estimates.
+
+     Environmental Remediation Costs
+
+     The   Partnership   accrues  for  losses   associated   with
+     environmental remediation obligations when such  losses  are
+     probable  and  reasonably estimable. Accruals for  estimated
+     losses  from environmental remediation obligations generally
+     are  recognized  no later than completion  of  the  remedial
+     feasibility  study.  Such accruals are adjusted  as  further
+     information  develops  or  circumstances  change.  Costs  of
+     future    expenditures    for   environmental    remediation
+     obligations  are  not  discounted to  their  present  value.
+     Recoveries  of  environmental remediation costs  from  other
+     parties are recorded as assets when their receipt is  deemed
+     probable.   Project  management  is   not   aware   of   any
+     environmental remediation obligations that would  materially
+     affect  the operations, financial position or cash flows  of
+     the Project.
+
+     Comprehensive Income
+
+     Statement  of  Financial  Accounting  Standards   No.   130,
+     Reporting  Comprehensive Income, (SFAS 130),  requires  that
+     total  comprehensive  income be reported  in  the  financial
+     statements. For the years ended December 31, 2001, 2000  and
+     1999,  the  Partnership's comprehensive  income  (loss)  was
+     equal to its net income (loss) and the Partnership does  not
+     have  income  meeting the definition of other  comprehensive
+     income.
+
+
+                    AMRECORP REALTY FUND III
+                  NOTES TO FINANCIAL STATEMENTS
+                   December 31, 2001 and 2000
+
+
+NOTE B - MORTGAGE PAYABLE
+
+     During  the  year  ended December 31, 2001, the  Partnership
+     refinanced  the  mortgage payable. The mortgage  payable  of
+     $4,100,000 at December 31, 2001, bears interest at a rate of
+     6.18%  and  is payable in monthly installments of  principal
+     and interest of $25,058 through December 2011, at which time
+     a lump sum payment of approximately $3,447,000 is due.  This
+     mortgage  note  is secured by real estate with  a  net  book
+     value of $3,576,134.
+
+     At  December 31, 2001, required principal payments due under
+     the  stated terms of the Partnership's mortgage note payable
+     are as follows:
+
+              2002                      $   48,680
+              2003                          51,775
+              2004                          55,067
+              2005                          58,568
+              2006                          62,292
+              Thereafter                 3,823,618
+                                        $4,100,000
+
+NOTE C - RELATED PARTY TRANSACTIONS
+
+     The  Partnership  agreement specifies that certain  fees  be
+     paid  to  the general partner or his designee.  An affiliate
+     of  the  general partner receives a property management  fee
+     that   is  approximately  4%  of  the  Partnership's   gross
+     receipts.   In addition, a Partnership fee equal  to  1%  of
+     gross  revenues from operations is to be paid  from  "Excess
+     Property Income", as defined in the partnership agreement.
+
+
+                                         2001       2000       1999
+     Property management fee          $64,210    $63,640    $63,550
+     Partnership fee                   16,053     15,910     15,888
+
+     Administrative  service fees paid to  an  affiliate  of  the
+     general partner were $9,024, $9,143, and $9,024 for each  of
+     the   years   ended  December  31,  2001,  2000  and   1999,
+     respectively.
+
+     Resulting  from  the  above  transactions,  amounts  due  an
+     affiliate  of the general partner as of December  31,  2001,
+     and 2000, totaled $122,871 and $119,299, respectively.
+
+NOTE D - COMMITMENTS
+
+     The Partnership will pay a real estate commission to the
+     general partner or his affiliates in an amount not exceeding
+     the lesser of 50% of the amounts customarily charged by
+     others rendering similar services or 3% of the gross sales
+     price of a property sold by the Partnership.
+
+
+                    AMRECORP REALTY FUND III
+                  NOTES TO FINANCIAL STATEMENTS
+                   December 31, 2001 and 2000
+
+
+NOTE E - RECONCILIATION OF BOOK TO TAX LOSS (UNAUDITED)
+
+     If  the  accompanying financial statements had been prepared
+     in   accordance  with  the  accrual  income  tax  basis   of
+     accounting   rather   than  generally  accepted   accounting
+     principals  ("GAAP"), the excess of expenses  over  revenues
+     for 2001 would have been as follows:
+
+
+
+       Net income (loss) per accompanying
+   financial statements                               $85,840
+
+       Add - book basis depreciation using
+   straight-line method                               334,248
+
+       Deduct - income tax basis depreciation
+   expense using ACRS  method                         131,332
+
+       Deduct - income tax basis amortization
+   of loan costs                                       55,772
+
+       Excess of revenues over expenses,
+   accrual income tax basis                          $232,984
+
+
+NOTE F - ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS
+
+     The   following  estimated  fair  value  amounts  have  been
+     determined  using  available  market  information  or  other
+     appropriate    valuation    methodologies    that    require
+     considerable  judgment  in  interpreting  market  data   and
+     developing estimates.  Accordingly, the estimates  presented
+     herein  are  not necessarily indicative of the amounts  that
+     the  Partnership could realize in a current market exchange.
+     The  use  of  different market assumptions and/or estimation
+     methodologies  may have a material effect on  the  estimated
+     fair value amounts.
+
+     The  fair value of financial instruments that are short-term
+     or  reprice  frequently  and have a  history  of  negligible
+     credit  losses  is considered to approximate their  carrying
+     value.   These  include cash and cash equivalents,  accounts
+     payable and other liabilities.
+
+     Management has reviewed the carrying values of its mortgages
+     payable  and notes payable to related parties in  connection
+     with  interest rates currently available to the  Partnership
+     for  borrowings with similar characteristics and  maturities
+     and  has  determined that their estimated fair  value  would
+     approximate their carrying value as of December 31, 2001 and
+     2000.
+
+     The  fair  value information presented herein  is  based  on
+     pertinent  information  available to  management.   Although
+     management   is  not  aware  of  any  factors   that   would
+     significantly affect the estimated fair value amounts,  such
+     amounts  have not been comprehensively revalued for purposes
+     of   these   financial  statements  since  that  date,   and
+     therefore,  current  estimates  of  fair  value  may  differ
+     significantly from the amounts presented herein.
+
+AMRECORP REALTY FUND III
+Schedule III - Real Estate and Accumulated Depreciation
+December 31, 2001
+
+                             Initial  Cost
+                             to Partnership
+
+
+
+
+Description       Encumbrances      Land         Building        Total Cost
+                                                    and         Subsequent to
+                                               Improvements      Acquisition
+
+
+Twenty-eight
+two-story
+apartment
+buildings of
+concrete block
+construction
+with brick
+veneer stucco
+and wood siding
+exterior, and
+composition
+shingled roofs
+located in
+Abilene,
+Texas                 (b)       $1,000,000       $5,721,811      $1,134,305
+
+                                 Gross Amounts at Which
+                                 Carried at Close of Year
+
+                    Buildings
+                       And                               Accumulated
+    Land          Improvements         Total             Depreciation
+                                       (c)(d)                (c)
+
+$1,000,000         $6,856,116       $7,856,116           $4,279,982
+
+
+
+
+
+                                                            Life on Which
+     Date                      Is Computed                  Depreciation
+  Construction                  Acquired                    Is Computed
+
+  Complete at
+  date Acquired                 7/31/86                          (a)
+
+See notes to Schedule III.
+
+
+
+
+AMRECORP REALTY FUND III
+Schedule III - Real Estate and Accumulated Depreciation (Continued)
+December 31, 2001
+
+
+NOTES TO SCHEDULE III:
+
+(a)  See Note A to financial statements outlining depreciation methods and
+   lives.
+
+(b)   See  description of mortgages and notes payable in  Note  B  to  the
+   financial statements.
+
+(c)   The  reconciliation  of investments in real estate  and  accumulated
+   depreciation for the years ended December 31, 2001, 2000 and 1999 is as
+   follows:
+
+                                        Investments    Accumulated
+                                        Real Estate    Depreciation
+
+    Balance, January 1, 1999            $7,427,489     $3,318,128
+
+        Acquisitions                        89,571            ---
+        Depreciation expense                   ---        306,816
+
+    Balance, December 31, 1999           7,517,060      3,624,944
+
+        Acquisitions                       215,783            ---
+        Depreciation expense                   ---        320,790
+
+    Balance, December 31, 2000
+                                         7,732,843      3,945,734
+
+        Acquisitions                       123,273            ---
+        Depreciation expense                   ---        334,248
+
+    Balance, December 31, 2001          $7,856,116     $4,279,982
+
+
+(d)       Aggregate cost for federal income tax purposes is $6,406,116.
+
+
+
+
+
+Item 9.  Changes in and Disagreements with Accountants on Accounting and
+Financial Disclosure
+     On November 6, 1998, an 8-K was filed to disclose the change in
+auditors. No financial statements were issued in conjunction with this
+filing. The Registrant has not been involved in any disagreements on
+accounting and financial disclosure.
+
+PART III
+
+Item 10.  Directors and Executive Officer of the Partnership
+
+      The Partnership itself has no officers or directors.  LBAL, Inc.,  a
+Texas  Corporation,  which is wholly owned by  Robert  J.  Werra,  is  the
+General Partner of the Partnership.
+
+      Robert  J. Werra, 63, joined Loewi & Co., Incorporated ("Loewi")  in
+1967  as  a Registered Representative.  In 1971, he formed the Loewi  real
+estate  department, and was responsible for its first sales  of  privately
+placed real estate programs.  Loewi Realty was incorporated in 1974, as  a
+wholly  owned subsidiary of Loewi & Co., with Mr. Werra as President.   In
+1980, Mr. Werra, along with three other individuals, formed Amrecorp  Inc.
+to  purchase  the stock of Loewi Real Estate Inc., and Loewi  Realty.   In
+1991  Univesco,  Inc.  became the management agent  for  the  Partnership.
+Limited   Partners  have  no  right  to  participate  in   management   of
+Partnership.
+
+Item 11.  Management Remuneration and Transactions
+
+      As  stated  above,  the  Partnership has no officers  or  directors.
+Pursuant  to  the terms of the Limited Partnership Agreement, the  General
+Partner  receives 1% of Partnership income and loss and up to 15%  of  Net
+Proceeds  received  from  sale or refinancing  of  Partnership  properties
+(after return of Limited Partner capital contributions and payment of a 6%
+Current Distribution Preference thereon).
+
+      Univesco, Inc., an affiliate of the General Partner, is entitled  to
+receive  a management fee with respect to the properties actually  managed
+of 5% of actual gross receipts from a property or an amount competitive in
+price  or  terms  for comparable services available from a  non-affiliated
+persons.   The  Partnership  is  also  permitted  to  engage  in   various
+transactions  involving  affiliates of the General  Partner  as  described
+under  the  caption "Compensation and Fees" at pages 6-8, "Management"  at
+pages   18-20  and  "Allocation  of  Net  Income  and  Losses   and   Cash
+Distributions"   at  pages  49-51  of  the  Prospectus  as   supplemented,
+incorporated in the Form S-11 Registration Statement which was filed  with
+the  Securities and Exchange Commission and made effective on November 26,
+1985.
+
+          For the Fiscal year ended December 31, 2001, 2000, and 1999, property
+management   fees   earned   totaled  $80,263,   $79,550,   and   $79,438,
+respectively.  An additional administration service fee was  paid  to  the
+general  partner of $9,024, $9,143, and 9,024 for the years ended December
+31, 2001, 2000, and 1999 respectively.
+
+
+Item 12.  Security Ownership of Certain Beneficial Owners and Management
+
+(a)
+
+Title of Class      Name and Address         Amount and Nature     Percent of
+
+Limited             William E. Kreger        300 units             12.59%
+Partnership         3301 Biddle Ave. #1101
+Interest            Wyandette, MI  48192
+
+                    Juanita L. Werra         127 units              5.33%
+                    5881 Prestonview Blvd.
+                    #143
+                    Dallas, TX  75243
+
+                    Monty L. Parker          127 units              5.33%
+                    9144 North Silver Brook Lane
+                    Brown Deer, WI  53223
+
+
+(b)   By  virtue  of  its  organization  as  a  limited  partnership,  the
+Partnership  has  no officers or directors.  Persons performing  functions
+similar   to   those  of  officers  and  directors  of  the   Partnership,
+beneficially own, the following units of the Partnership as  of  March  1,
+2002.
+
+Title of         Name and Address         Amount and Nature     Percent of
+Class            of Beneficial Owner      of Beneficial         Class
+                                          Ownership
+
+Limited          Robert J. Werra          10 units              .42%
+Partnership      6210 Campbell Road,
+Interest         Suite 140
+                 Dallas, TX  75248
+
+(c)  There is no arrangement, known to the Partnership, which may, at a
+subsequent date, result in a change in control of the Partnership.
+
+
+
+Item 13.  Certain Relations and Related Transactions
+
+      As  stated in item 11, the Partnership has no officers or directors.
+Pursuant  to  the terms of the Limited Partnership Agreement, the  general
+partner  receives 1% of partnership income and loss and up  to  15%of  Net
+Proceeds  received from the sale or refinancing of Partnership  Properties
+(after  return of Limited Partner capital contributions and payment  of  a
+Current Distribution Preference thereon).
+
+      Univesco, Inc. (an affiliate of the General Partner), is entitled to
+receive  a management fee with respect to the Properties.  For residential
+Properties (including all leasing and releasing fees and fees for leasing-
+related  services), the lesser of 5% of gross receipts of the  Partnership
+from  such Properties or an amount which is competitive in price and terms
+with  other  non-affiliated  persons rendering comparable  services  which
+could reasonably be made available to the Partnership.  The Partnership is
+also  permitted to engage in various transactions involving affiliates  of
+the general partner as described under the caption "Compensation and Fees"
+at  pages  6-8, "Management" at pages 18-20 and "Allocation of Net  Income
+and  Losses  and  Cash  Distributions" at pages 49-51  of  the  definitive
+Prospectus, incorporated in the form S-11 Registration Statement which was
+filed  with  the Securities and Exchange Commission and made effective  of
+November 26, 1985 and incorporated herein by reference.
+
+
+
+
+
+                         PART IV
+
+Item 14.  Exhibits, Financial Statements, Schedules and Reports on Form 10-
+K
+
+     (A)  1.   Financial Statements
+
+               The financial statements of Amrecorp Realty Fund III are
+               included in Part II, Item 8.
+
+          2.   Financial Statements and Schedules
+
+               All schedules for which provision is made is the applicable
+               accounting  regulations  of  the  Securities  and  Exchange
+               Commission are not required under the related instructions,
+               are  inapplicable, or the information is presented  in  the
+               financial  statements or related notes, and therefore  have
+               been omitted.
+
+          3.   Exhibits
+
+               None.
+
+     (B)  Reports on Form 8-K for the quarter ended December 31, 2001.
+
+          None.
+
+     (C)  Exhibits
+
+          3.   Certificate of Limited Partnership, incorporated by
+               reference to Registration Statement No. 33-00152 effective
+               November 26, 1985
+
+          4.   Limited Partnership Agreement, incorporated by reference to
+               Registration Statement N. 33-00152 effective November 26, 1985.
+
+          9.   Not Applicable.
+
+          10.  None.
+
+          11.  Not Applicable.
+          12.  Not Applicable.
+          13.  Not Applicable.
+          18.  Not Applicable.
+          19.  Not Applicable.
+          22.  Not Applicable.
+          23.  Not Applicable.
+          24.  Not Applicable.
+          25.  Power of Attorney, incorporated by reference to Registration
+               Statement No.
+               33-00152 effective November 26, 1985.
+          28.  None.
+
+     Pursuant to the requirements of Section 13 or 15(d) 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.
+
+
+
+
+
+                                   AMRECORP REALTY FUND III
+
+                                   LBAL, Ltd., General Partner
+
+
+                                   By:  /s/ Robert J. Werra
+     Robert J. Werra, President
+
+March 20, 2002
+
+
+</TEXT>
+</DOCUMENT>
+</SEC-DOCUMENT>
+-----END PRIVACY-ENHANCED MESSAGE-----