content: SECURITIES AND EXCHANGE COMMISSION
                               Washington, DC  20549
  
                                      FORM 8-K
                                   CURRENT REPORT
  
      Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
  
                           Date of Report: January 14, 1999
  
  
                                      LDP-III
  (Exact name of registrant as specified in its charter)
  
  California                          0-13559                 94-2911983
  (State or other              (Commission File No.)       (I.R.S. Employer
  jurisdiction of                                          Identification No.)
  incorporation)
  
                      P.O. Box 130, Carbondale, Colorado  81623
                       (Address of principal executive offices)
  
                                   (970) 963-8007
                 (Registrant's telephone number, including area code)
  
  <PAGE>
  ITEM 1.  CHANGES IN CONTROL OF REGISTRANT
  
           Not Applicable
  
  ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
  
           On December 31, 1998, the registrant sold the last of its real 
           property investments known as Jefferson Place Office Building, 
           located in Boise, Idaho.  
  
           The buyer, Jackson Food Stores, is not affiliated with the 
           registrant.  The sale price received by the registrant was 
           $4,405,000 which resulted in a gain of $1,065,055 and cash 
           proceeds of $1,732,642.
  
           Jefferson Place was the final operating property owned by LDP-
           III.  The Partnership intends to wind up and dissolve its 
           operations as of December 31, 1998, the date of the sale of 
           the Partnership's remaining property.  Immediately subsequent 
           to the sale of this property, the Partnership had no "Ongoing 
           Operations" to report.  Therefore, the presentation of Pro 
           Forma Financial Statements to report the ongoing operations of 
           the Partnership, excluding the property sold, are inapplicable 
           under the circumstances.
  
           The Partnership has declared a Cash Distribution of $30 per 
           unit to unit holders of record as of December 31, 1998.  This 
           distribution represents a partial distribution of the remaining 
           funds of Partnership.  Funds not needed for winding up and 
           dissolving the Partnership will be distributed to the Limited 
           Partner Unit Holders along with their final tax form K-1 on or 
           before March 15, 1999, after which time the Partnerhsip shall 
           be considered dissolved.
  
  ITEM 3.  BANKRUPTCY OR RECEIVERSHIP
  
           Not Applicable
  
  ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
  
           Not Applicable
  
  ITEM 5.  OTHER EVENTS
  
           Not Applicable
  
  ITEM 6.  RESIGNATION OF REGISTRANT'S DIRECTORS
  
           Not Applicable
  
  ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
  
          (a)  Financial statements of business acquired
  
               Not Applicable
  
          (b)  Pro Forma Financial Statements
  
               Not Applicable 
  
          (c)  Exhibits
  
               Not Applicable
  
  ITEM 8.  CHANGE IN FISCAL YEAR
  
           Not Applicable
  
  <PAGE>
  
  SIGNATURES
  
  Pursuant to the requirements of the Securities Exchange Act of 1934, the 
  registrant has duly caused this report to be signed on its behalf by the 
  undersigned thereunto duly authorized.
  
  Date:     January 14, 1999                LDP-III
  
                                       By:  /s/ Gregory L. Mohl
                                            Controller
                                            Landsing Equities Corporation
                                            Managing General Partner
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metadata_filer: {"company-data": {"conformed-name": "LDP III", "cik": "0000727745", "assigned-sic": "6500", "irs-number": "942911983", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-13559", "film-number": "99511730"}, "business-address": {"street1": "P O BOX 130", "city": "CARBONDALE", "state": "CO", "zip": "81623", "phone": "3039638007"}, "mail-address": {"street1": "PO BOX 130", "city": "CARBONDALE", "state": "CO", "zip": "81623"}, "former-company": {"former-conformed-name": "LANDSING DIVERSIFIED PROPERTIES III", "date-changed": "19910331"}}
text: SECURITIES AND EXCHANGE COMMISSION
                               Washington, DC  20549
  
                                      FORM 8-K
                                   CURRENT REPORT
  
      Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
  
                           Date of Report: January 14, 1999
  
                                      LDP-III
  (Exact name of registrant as specified in its charter)
  
  California                          0-13559                 94-2911983
  (State or other              (Commission File No.)       (I.R.S. Employer
  jurisdiction of                                          Identification No.)
  incorporation)
  
                      P.O. Box 130, Carbondale, Colorado  81623
                       (Address of principal executive offices)
  
                                   (970) 963-8007
                 (Registrant's telephone number, including area code)
  ITEM 1.  CHANGES IN CONTROL OF REGISTRANT
  
           Not Applicable
  
  ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
  
           On December 31, 1998, the registrant sold the last of its real 
           property investments known as Jefferson Place Office Building, 
           located in Boise, Idaho.  
  
           The buyer, Jackson Food Stores, is not affiliated with the 
           registrant.  The sale price received by the registrant was 
           $4,405,000 which resulted in a gain of $1,065,055 and cash 
           proceeds of $1,732,642.
  
           Jefferson Place was the final operating property owned by LDP-
           III.  The Partnership intends to wind up and dissolve its 
           operations as of December 31, 1998, the date of the sale of 
           the Partnership's remaining property.  Immediately subsequent 
           to the sale of this property, the Partnership had no "Ongoing 
           Operations" to report.  Therefore, the presentation of Pro 
           Forma Financial Statements to report the ongoing operations of 
           the Partnership, excluding the property sold, are inapplicable 
           under the circumstances.
  
           The Partnership has declared a Cash Distribution of $30 per 
           unit to unit holders of record as of December 31, 1998.  This 
           distribution represents a partial distribution of the remaining 
           funds of Partnership.  Funds not needed for winding up and 
           dissolving the Partnership will be distributed to the Limited 
           Partner Unit Holders along with their final tax form K-1 on or 
           before March 15, 1999, after which time the Partnerhsip shall 
           be considered dissolved.
  
  ITEM 3.  BANKRUPTCY OR RECEIVERSHIP
  
           Not Applicable
  
  ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
  
           Not Applicable
  
  ITEM 5.  OTHER EVENTS
  
           Not Applicable
  
  ITEM 6.  RESIGNATION OF REGISTRANT'S DIRECTORS
  
           Not Applicable
  
  ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
  
          (a)  Financial statements of business acquired
  
               Not Applicable
  
          (b)  Pro Forma Financial Statements
  
               Not Applicable 
  
          (c)  Exhibits
  
               Not Applicable
  
  ITEM 8.  CHANGE IN FISCAL YEAR
  
           Not Applicable
  SIGNATURES
  
  Pursuant to the requirements of the Securities Exchange Act of 1934, the 
  registrant has duly caused this report to be signed on its behalf by the 
  undersigned thereunto duly authorized.
  
  Date:     January 14, 1999                LDP-III
  
                                       By:  /s/ Gregory L. Mohl
                                            Controller
                                            Landsing Equities Corporation
                                            Managing General Partner