FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (X)		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) 			OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 1997 OR ( )	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 			SECURITIES EXCHANGE ACT OF 1934 For the transition period ________________ to ____________________ Commission file number 0-14542 SECURED INVESTMENT RESOURCES FUND, L.P. (Exact name of registrant as specified in its charter) Kansas				48-0979566 (State or other jurisdiction of (I.R.S. Employer incorporation or organization)		 Identification No.) 5453 W. 61st Place, Mission, Kansas 66205 (Address of principal executive offices)		(Zip Code)	 (Registrant's telephone number, including area code)			 (913) 384-5700 	 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Limited Partnership Interests ("Units") 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 such shorter periods 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 	 SECURED INVESTMENT RESOURCES FUND, L.P. Index PART I.	FINANCIAL INFORMATION			 	Page Item 1.	Financial Statements (Unaudited): 	Consolidated Balance Sheets -- 		 September 30, 1997 and December 31, 1996		3-4 		Consolidated Statements of Operations -- 		 Three and Nine Months Ended September 30, 		 1997 and 1996						5 		Consolidated Statements of Partnership 		 Capital -- Nine Months Ended September 30, 		 1997 and the Years Ended December 31, 1996, 		 and 1995						6 		Consolidated Statements of Cash Flows -- 		 Nine Months Ended September 30, 1997 and 1996		7-8 		Notes to Consolidated Financial Statements 	9-10 Item 2.	Managements Discussion and Analysis 		 of Financial Condition and Results 		 of Operations						11-12 PART II.	OTHER INFORMATION Item 1.	Legal Proceedings					13 Item 2.	Changes in Securities					13 Item 3.	Defaults Upon Senior Securities				13 Item 4.	Submission of Matters to a Vote of 		 Security Holders					13 Item 5.	Other Information					13 Item 6.	Exhibits and Reports on Form 8-K			13 SIGNATURES								14-15 PART I.	FINANCIAL INFORMATION Item 1.	FINANCIAL STATEMENTS SECURED INVESTMENT RESOURCES FUND, L.P. CONSOLIDATED BALANCE SHEETS	 						September 30, 						 1997	December 31, 	 					 (Unaudited)	 1996 	 ASSETS INVESTMENT PROPERTIES Land and buildings				$ 11,732,567	$ 16,523,135 Furniture, fixtures and equipment	 916,465	 1,714,939 -------- ---------- 12,649,032 18,238,074 Less accumulated depreciation and allowance for losses	 5,089,220 6,667,531 -------- ---------- 	 	 	 7,559,812 11,570,543 OTHER ASSETS Cash				 207,951	 206,974 Rents and other receivables, less allowance of $32,200 in 1997 $42,350 in 1996		 13,349 10,236 Prepaid expenses			 22,648 368 Debt issuance costs, net of accumulated amortization of $81,334 inn 1997 and $63,135 in 1996				 138,683 141,488 Commercial commissions, deposits and other			 6,025 17,015 Restricted deposits			 27,538 15,105 -------- ---------- 					 416,194 391,186 -------- ---------- 	TOTAL ASSETS $ 7,976,006	$ 11,961,729 SECURED INVESTMENT RESOURCES FUND, L.P. CONSOLIDATED BALANCE SHEETS -- CONT'D. 					September 30, 						 1997	December 31, 						 (Unaudited) 	 1996 	 LIABILITIES AND PARTNERSHIP CAPITAL Mortgage debt (Note B)			$ 8,275,670	$ 11,952,227 Accrued interest		 88,249 128,096 Accounts payable and accrued expenses					 178,748 106,926 Due to related parties (Note C) 61,265 57,416 Unearned revenue			 4,590 110,733 Tenant security deposits		 54,434 75,485 --------- ---------- 	TOTAL LIABILITIES		 8,662,956 12,430,883 PARTNERSHIP CAPITAL General Partners Capital contribution			 1,000 1,000 Partnership deficit				 (62,967) (60,789) --------- ---------- 						 (61,967) (59,789) Limited Partners Capital contributions			 5,608,838 5,608,838 Partnership deficit				 (6,233,821) (6,018,203) --------- ---------- 						 (624,983) (409,365) --------- ---------- 	TOTAL PARTNERSHIP CAPITAL		 (686,950) (469,154) 						$ 7,976,006	$ 11,961,729 See notes to consolidated financial statements. SECURED INVESTMENT RESOURCES FUND, L.P. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)	 			 Nine Months Ended	 Three Months Ended 			 September 30,	 September 30, 			 1997	 1996	 1997 1996 REVENUES Rents 		 $1,652,726 $1,650,772 $ 542,996 $ 567,960 Interest		 2,581	 3,265 843 812 Maintenance escalations 43,143	 52,210 8,415 15,197 --------- --------- --------- --------- 			 1,698,450	 1,706,247	 552,254 583,969 OPERATING AND ADMINISTRATIVE EXPENSES Property operating expenses		 576,427	 579,877	 192,884 200,849 General and administrative expenses 22,422	 38,229	 96 	 12,239 Professional services 70,997	 61,131	 25,470 14,406 Management Fees	 81,835	 75,537 25,162 26,486 --------- --------- --------- --------- 			 751,681	 754,774 243,612 253,980 NET OPERATING INCOME 946,769	 951,473 308,642 329,989 NON-OPERATING REVENUE AND EXPENSES Gain on foreclosure*	 (89,719)		 (89,719) Interest		 813,404	 930,476 254,241 281,788 Depreciation and amortization	 440,880	 448,370 144,391 148,976 --------- --------- --------- --------- 			 1,164,565	 1,378,846 308,913 430,764 PARTNERSHIP LOSS $ (217,796) $ (427,373) $ (271) $(100,775) Allocation of loss: General Partners	 (2,178)	 (4,274)	 (3) (1,008) Limited Partners	 (215,618)	 (423,099)	 (268) (99,767) 			 $ (217,796)	 $ (427,373) $ (271) $ (100,775) Partnership loss per limited partnership unit		 $ (8.60)	$ (17.01) $ (0.00) $ (4.01) See notes to consolidated financial statements. * Note E SECURED INVESTMENT RESOURCES FUND, L.P. CONSOLIDATED STATEMENTS OF PARTNERSHIP CAPITAL Nine months Ended September 30, 1997 (Unaudited) and the Years Ended December 31, 1996 and 1995 			 General		Limited 			 	Partners	Partners	 Total Balances at January 1, 1995 $ (49,692) $ 590,244 $ 540,552 Partnership loss		 (4,853 (480,426) (485,279) ------- --------- -------- Balances at December 31, 1995 (54,545) 109,818 55,273 Partnership loss	 (5,244) (519,183) (524,427) ------- --------- -------- Balances at December 31, 1996 (59,789) (409,365) (469,154) Partnership loss	 (2,178) (215,618) (217,796) ------- --------- -------- Balances at September 30, 1997 $ (61,967) $ (624,983) $ (686,950) See notes to consolidated financial statements. SECURED INVESTMENT RESOURCES FUND, L.P. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) 						Nine Months Ended 						 September 30, 					 1997			1996 OPERATING ACTIVITIES Partnership loss 	 $ (217,796)	 $ (427,373) Adjustments to reconcile partnership loss to net cash provided by (used in) operating activities: Gain on foreclosure		 (89,719) Depreciation and amortization	 440,880 461,176 Provision for losses on rents and other receivables		 (251) (17,350) Changes in assets and liabilities: Rents and other receivables 7,037	 21,064 Prepaid expenses (22,280) (19,020) Commercial commission, deposits and other		 10,990	 (646) Account payable and accrued expenses 97,042	 (76,681) Accrued interest 58,071	 46,805 Unearned revenue (13,543)	 184 Tenant security deposits (21,051) 1,102 ------- -------- NET CASH PROVIDED (USED IN) OPERATING ACTIVITIES 249,380	 (10,739) INVESTING ACTIVITIES Purchase of and improvements to investment property (57,904)	 (164,114) Restricted deposits	 (37,818)	 59,398 ------- -------- NET CASH USED IN INVESTING ACTIVITIES	 (95,722) 	 (104,716) SECURED INVESTMENT RESOURCES FUND, L.P. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) -- CONT'D. 	 		 	Nine Months Ended 	 	 	 September 30, 1997		1996 FINANCING ACTIVITIES Mortgage Proceeds		 $ 0	 $2,017,300 Due to (From) Related Parties 3,849 5,377 Principal payments on long term debt (125,898) (1,856,395) Debt Issuance Cost	 (30,632) (8,735) --------- --------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (152,681) 157,547 --------- --------- INCREASE IN CASH AND CASH EQUIVALENTS 977 42,092 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD			 206,974 161,414 --------- --------- CASH AND CASH EQUIVALENTS, END OF PERIOD	 $ 207,951 $ 203,506 See notes to consolidated financial statements. SECURED INVESTMENT RESOURCES FUND, L.P. NOTES TO FINANCIAL STATEMENTS (Unaudited) September 30, 1997 NOTE A--BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine month period ended September 30, 1997 are not necessarily indicative of the results that may be expected for the year ended December 31, 1997. For further information, refer to the financial statements and footnotes thereto included in the Partnership's annual report on Form 10-K for the year ended December 31, 1996. NOTE B--MORTGAGE DEBT Mortgage debt consists of the following: 				September 30,		December 31, 				 1997		 1996 Collateralized by Investment Property: First Mortgages: The Colony Apartments		$ 3,630,474		$ 3,661,657 Foothills Village S.C. - 2,621,779 Cascade Apartments		 1,842,905 1,875,173 The Market S.C./Hidden Valley	 Exchange S.C.		 1,583,489 1,601,745 Hidden Valley Exchange S.C.	 808,802		 813,628 Second Mortgages: Foothills Village, S.C.	 - 		 968,245 The Market S.C./Hidden Valley Exchange S.C. 410,000 410,000 			 $ 8,275,670 $11,952,227 ----------- ---------- Interest expense totaled $843,385 and $930,476 for the nine months ending September 30, 1997 and 1996, respectively. SECURED INVESTMENT RESOURCES FUND, L.P. NOTES TO FINANCIAL STATEMENTS--CONT'D. NOTE B-MORTGAGE DEBT--CONT'D. The mortgage for Cascade Apartments matured March 1, 1995. The present mortgage holder has agreed to temporarily extend the mortgage on a month-to-month basis and the Partnership continues to make principal and interest payments of $18,900 to said mortgage holder. On May 28, 1996, the Partnership signed a note, collateralized by a second mortgage on The Market and Hidden Valley Exchange, in the amount of $410,000 at 7% interest. The Partnership will make consolidated monthly principal and interest payments on this and the first mortgage in the amount of $11,426 per month until June 25, 1998 when the entire amount becomes due and payable. The proceeds of this note were used to pay delinquent real estate taxes for The Market and Hidden Valley Exchange as well as accrued interest and related loan costs. NOTE C--RELATED PARTY TRANSACTIONS SPECS, Inc., a Kansas Corporation in which the individual General Partner has a minority interest, receives property management fees for providing property management services. SPECS, Inc. also performs various professional services for the Partnership, primarily tax accounting, audit preparation, SEC 10Q and 10K preparation, and investor services. Property management fees paid by the Partnership to SPECS, Inc. are as follows: 						Nine Months Ended 						 September 30, 					 1997		1996 Property management fees		 $ 86,232	 $ 75,537 Amounts due (to) from related parties consist of the following: 					September 30,	 December 31, 					 1997	 1996 Secured Investment Resources Fund, L.P. III			 $ (83,794)	 $ (78,345) Secured Investment Resources Fund, L.P. II	 (5,000) (5,000) SIR, Inc.	 27,529 25,929 ------- -------- $ (61,265)	 $ (57,416) SECURED INVESTMENT RESOURCES FUND, L.P. NOTE D--CASH DISTRIBUTIONS No distributions have been made since January 1990. Future distributions will be made only from excess cash flow not needed for working capital reserves. Item 2.	Management's Discussion and Analysis of Financial 		Condition and Results of Operations. Results of Operations 	Revenues for the first nine months of 1997 increased by $41,000 (2.4%) compared with the same period last year. Apartment rentals decreased $18,000 and commercial properties accounted for increases of $59,000. The apartment market has not allowed the Partnership to increase rental rates. Several smaller leases have been negotiated at Foothills Shopping Center which has raised occupancy. 	Total operating and administrative expenses decreased $7,000 (1.1%) when comparing the first nine months of 1997 to the first nine months of 1996. 	The Partnership anticipates that operating results for the year ending December 31, 1997 will show a continued increase in revenues due to new leases signed on the commercial properties. Liquidity and Capital Resources 	During the first nine months of 1997 $258,100 of cash was provided by operating activities, $69,900 was used for investing activities and $158,900 was used in financing activities. 	In May 1996, a $410,000 note, collateralized by Hidden Valley and The Market, was signed. This loan matures June 25, 1998 and the interest rate is 7%. The mortgage for Cascade Apartments matured in March, 1995. The existing mortgage holder has agreed to extend this note on a month-to-month basis and the Partnership makes monthly principal and interest payments of $18,900. The General Partners also anticipate that 1997 cash flow from operations will continue to improve because of strong occupancy, rental rate increases, stabilized expenses, and new leases signed on commercial properties. Item 2.	Management's Discussion and Analysis of Financial 		Condition and Results of Operations.--Cont'd. 	The General Partners have the option of offering one or more properties for sale. Any net proceeds in excess of the outstanding mortgage balance could be used to generate additional working capital. 	The General Partners have determined it prudent to discontinue cash distributions until such time that adequate working capital and capital improvement reserves are in place. NOTE E--FORECLOSURE GAIN (DISPOSITION OF ASSETS) On August 27, 1997 foreclosure proceedings were instituted on behalf of the mortgage holder of the property known as Foothills Village S.C. The property was subject to a first mortgage in the amount of $2,577,084 plus accrued interest of $19,063 and a second mortgage of $968,245 plus accrued interest of $86,077. The Fund's basis in the property at the time of foreclosure, net of depreciation and other items, was approximately $3,565,000. (The remainder of this page intentionally left blank.) PART II.	OTHER INFORMATION 	Item 1.		LEGAL PROCEEDINGS 			None. 	Item 2.		CHANGES IN SECURITIES 			Inapplicable. 	Item 3.		DEFAULTS UPON SENIOR SECURITIES 			None. Item 4.		SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Inapplicable. 	Item 5.		OTHER INFORMATION 			Inapplicable. 	Item 6.		EXHIBIT AND REPORTS ON FORM 8-K 			(a)	Exhibits 				None. 			(b)	Reports on Form 8-K 				There were no reports on Form 8-K filed during the quarter ended September 30, 1997. 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. 				SECURED INVESTMENT RESOURCES FUND, L.P. 				A Kansas Limited Partnership 				(Registrant) 				By:		/s/ James R. Hoyt James R. Hoyt 					as Individual General Partner 				Date:	November 25, 1998 				By:	Secured Investment Resources, Inc. 					as Corporate General Partner 				By:		/s/ James R. Hoyt 					James R. Hoyt, President 				Date:	November 25, 1998 	 					 									 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. 				SECURED INVESTMENT RESOURCES FUND, L.P. 				A Kansas Limited Partnership 				(Registrant) 				By:	James R. Hoyt 					as Individual General Partner 				Date:	November 25, 1998 				By:	Secured Investment Resources, Inc. 					as Corporate General Partner 				By: James R. Hoyt, President 				Date:	November 25, 1998