FORM 15
 [Adopted in Release No. 34-20784 (Paragraph 83,508), March 22, 1984, effective
                        March 30, 1984, 49 F.R., 12688.]

                    U. S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                     FORM 15

Certification  and Notice of Termination of Registration  under Section 12(g) of
the Securities  Exchange Act of 1934 or Suspension of Duty to File Reports Under
Sections 13 and 15 (d) of the Securities Exchange Act of 1934.

                         Commission File Number: 0-17147

               PAINE WEBBER QUALIFIED PLAN PROPERTY FUND THREE, LP
              -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

265 Franklin Street, Boston, Massachusetts  02110              (617)439-8118
- -----------------------------------------------------------------------------
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)

                      Units of Limited Partnership Interest
                      -------------------------------------

            (Title of each class of securities covered by this Form)

                                      None
                                      ----

(Titles of all other classes of securities for which a duty to file reports
under section 13 (a) or 15 (d) remains)





Please place an X in the box(es) to designate the appropriate rule  provision(s)
relied upon to terminate or suspend the duty to file reports:


Rule 12g-4(a) (1) (i)               [  x  ]     Rule 12h-3(b) (1) (ii)  [     ]
Rule 12g-4(a) (1) (ii)              [     ]     Rule 12h-3(b) (2) (i)   [     ]
Rule 12g-4(a) (2) (i)               [     ]     Rule 12h-3(b) (2) (ii)  [     ]
Rule 12g-4(a) (2) (ii)              [     ]     Rule 15d-6              [     ]
Rule 12h-3(b) (1) (i)               [  x  ]

Approximate number of holders of record as of the certification or notice date:
None

Pursuant to the requirements of the Securities  Exchange Act of 1934 PaineWebber
qualified Plan Property Fund Three, LP has caused this  certification/notice to
be signed on its behalf by the undersigned duly authorized person.

DATE:  November 21, 1997     PaineWebber Qualified Plan Property Fund Three, LP
                             By:  Third Qualified Properties, Inc.
                                  General Partner

                             By: /s/ Walter V. Arnold
                                 ---------------------
                             Name: Walter V. Arnold
                             Title:Senior Vice President
                                   and Chief Financial Officer