SecProbe.io

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Mail Stop 4561

November 2, 2005

Anthony W. Thompson
Chief Executive Officer and
  Chairman of the Board of Managers
NNN 2003 Value Fund, LLC
1551 N. Tustin Avenue, Suite 200
Santa Ana, CA  92705

Re:	NNN 2003 Value Fund, LLC
	Amendment No. 3 to Form 10
	File No. 0-51295
      Filed October 17, 2005

Dear Mr. Thompson:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.  After
reviewing this information, we may raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We
welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

General
1. We note your response to comment no. 1 and have referred it to
the
Division of Investment Management for further review.  We may have
additional comments.

Item 1:  Business, page 1

2. We note your response to comment no. 3 that, upon completion of
your reviews, you intend to file the revised tables in a public
filing and will include appropriate disclosure regarding the
differences in operating results.  Please note that we continue to
believe that this disclosure should be included in this filing,
and
we reissue the comment.  If you are unable to currently quantify
the
extent of the overstatement, please so state and explain why you
are
unable to do so.

3. We note your response to comment no. 4 that you believe that it
is
inappropriate to disclose the possible alternatives to address the
errors in the prior performance tables until such time as the
board
of managers and the new executive officers make a final decision
regarding a course of action.  Please tell us why you believe this
disclosure would be inappropriate.  Considering that the board of
managers "is considering alternatives to address the errors in the
prior performance tables," we continue to believe that the more
detailed information is material to investors.

Item 2:  Financial Information, page 11

Forward-Looking Statements, page 12

4. We note that many of the factors listed on page 12, including,
without limitation, your ongoing relationship with your manager
and
the litigation, are largely repetitive of the risk factors and are
not directly related to forward-looking statements made in the
Form
10.  Please revise accordingly.

Scheduled Lease Expirations, page 15
5. We note your response to comment no. 7 and the revised
disclosure
on page 15 that you expect your equity in earnings, including
straight-line rent adjustments, to be reduced by $286,000 during
2005.  We further note your disclosure on page F-47 that the lease
restructuring will result in a reduction of net income, including
straight-line adjustments, in 2005 of $932,000 to you.  Please
explain the apparent discrepancy and revise accordingly.

Capital Resources, page 22
6. We note your response to comment no. 11 and the revised
disclosure
that you may use the proceeds for any purpose including, without
limitation, operating requirements, capital and tenant
improvements,
rate lock deposits, acquisition deposits and distributions.
Please
tell us whether you currently have any outstanding debts owed to
Cunningham and, if so, please briefly describe the purpose of
those
debts.
7. We note your response to comment no. 17 and the revised
disclosure
on page 23 that in the event you have not made or cannot make the
distributions from operations, you have used or may use one of the
following:  short-term and long-term debt and net proceeds from
the
sale of one or more of your properties.  We continue to believe
that
you should discuss and specifically identify on pages 23 and 55
the
source of cash used to fund these distributions.  As a result, we
reissue the comment.  In addition, to the extent that these
distributions are based on the proceeds from the sale of real
estate
or debt, please revise to disclose that these distributions may
not
be sustainable.
8. Refer to the disclosure at the top of page 26.  Please revise
to
briefly describe and quantify the covenants under the loan
agreement
with HSH Nordbank AG, including the covenants under which the 801
K
Street property was not in compliance as of June 30, 2005.  Also,
please clearly state whether the property is currently in
compliance
with all covenants and, if not, please describe any non-
compliance.
9. Refer to the second full paragraph on page 26.  Please expand
the
disclosure to describe what steps you will take if you are unable
to
reach an agreement with LaSalle regarding refinancing for this
property.

Controls, page 29
10. We note your disclosure on the top of page 31 that your
manager
has employed a new chief financial officer and has hired
additional
manager-level accountants and that these persons have undertaken a
number of initiatives consistent with improving the quality of
your
financial reporting.  Please expand your disclosure to briefly
describe these initiatives.

Item 3:  Properties, page 40
11. We note your response to comment no. 14 and the revised
disclosure on page 40 that under a majority of your leases you are
obligated to pay the tenant`s proportionate share of real estate
taxes, insurance and property operating expenses up to the amount
incurred during the tenant`s first year of occupancy or a
negotiated
amount approximating the tenant`s pro-rata share of real estate
taxes, insurance and property operating expenses.  We further note
the disclosure in the preceding sentence on page 40 that the
majority
of the income from your properties consists of rent received under
leases that provide for the payment of fixed minimum rent and for
the
payment by tenants of a pro rata share of real estate taxes,
special
assessments, insurance, utilities, common area maintenance,
management fees and certain building repairs of the center.
Please
revise to clarify this apparent discrepancy regarding whether
tenants
are responsible for the specified expenses under the leases.

Financial Statements

19. Subsequent Events - unaudited
12. We note your disclosure that you acquired an additional 3%
interest in Executive Center II & III in October 2005, increasing
your ownership interest to 52.6%.  However, in footnote 3 you
indicate that your ownership interest prior to the acquisition was
38.1%.  Please reconcile the apparent difference for us.
Additionally, we note your disclosure that you determined that you
would not be required to consolidate the properties under FIN
46(R)
as a result of the acquisition.  Tell us how you considered other
consolidation guidance in determining that you would not be
required
to consolidate the properties given your acquisition of a majority
interest in the properties.

*	*	*

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please understand that we
may
have additional comments after reviewing your amendment and
responses
to our comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Direct any questions regarding the accounting comments to
Robert
Telewicz at (202) 551-3438, or Jorge L. Bonilla, Senior Staff
Accountant, at (202) 551-3414.  Please contact Jennifer Gowetski
at
(202) 551-3401, or me at (202) 551-3780, with any other questions.

Sincerely,

Karen J. Garnett
Assistant Director

cc: 	Peter Healy, Esq. (via facsimile)
	O`Melveny & Myers LLP

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NNN 2003 Value Fund, LLC
November 2, 2005
Page 4

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