SecProbe.io

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                        SIDLEY AUSTIN BROWN & WOOD LLP

     BEIJING                  787 SEVENTH AVENUE              LOS ANGELES
                           NEW YORK, NEW YORK 10019
     BRUSSELS               TELEPHONE 212 839 5300             NEW YORK
                            FACSIMILE 212 839 5599
     CHICAGO                   www.sidley.com               SAN FRANCISCO

      DALLAS                    FOUNDED 1866                  SHANGHAI

      GENEVA                                                  SINGAPORE

    HONG KONG                                                   TOKYO

      LONDON                                               WASHINGTON, D.C.

WRITER'S DIRECT NUMBER                                 WRITER'S E-MAIL ADDRESS
   (212) 839-5458                                     mschmidtberger@sidley.com

                               December 30, 2004

Owen Pinkerton, Esq., Senior Attorney
United States Securities and Exchange
Commission
450 Fifth Street N.W.
Washington, D.C.  20549

            Re:   World Monitor Trust III
                  Pre-Effective Amendment No. 1 to Registration Statement,
                  filed on December 30, 2005, File No.333-119612
                  --------------------------------------------------------

Dear Mr. Pinkerton:

            Thank you for your comment letter of November 10, 2004 to Marc
Goodman at Preferred Investment Solutions Corp. regarding the captioned
registration statement for World Monitor Trust III (the "Company") This letter
is to respond on behalf of Preferred Investment Solutions Corp. to the
questions and comments you raised. Each of your numbered questions and
comments is set forth below in italics, with our response immediately
following.

General

     1.   Please revise your document significantly to bring it within the
          guidelines of Plain English. We note, for example, that your cover
          page is greater than one page in length, that you have defined terms
          throughout your document, and that you have embedded lists in
          various places. Please see Items 421(b) and (d) of Regulation C, as
          well as Staff Legal Bulletin 7A.

     Response:

            We have made substantial revisions in response to the foregoing
comment.

  SIDLEY AUSTIN BROwN & WOOD LLP IS A DELAWARE LIMITED LIABILITY PARTNERSHIP
 PRACTICING IN AFFILIATION WITH OTHER SIDLEY AUSTIN BROWN & WOOD PARTNERSHIPS

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SIDLEY AUSTIN BROWN & WOOD LLP                                         NEW YORK

Owen Pinkerton, Esq., Senior Attorney
November 18, 2004
Page 2

     2.   In connection with the above comment, it is not clear why you refer
          to World Monitor Trust III as the "Fund" since such term is not part
          of the pool's name, nor is the pool a mutual fund registered under
          the Investment Company Act of 1940. Please revise to refer to the
          pool by its name or a variation of its name.

     Response:

            We have made revisions in response to the foregoing comment.

     3.   Please revise throughout the prospectus to provide disclosure
          substantially similar to the disclosures that would be required by
          Industry Guide 5 if real estate limited partnership units were being
          registered. For example, your revisions should include disclosure of
          the fees and expenses payable to the managing owner and its
          affiliates in the tabular format contemplated by Item 4 of Guide 5,
          together with estimates of the total amount of each fee and expense
          to the extent reasonably practicable, a narrative discussion under
          an appropriate major heading of the managing owner and its
          affiliates' experience over the past ten years similar to that
          required by Item 8.A of Guide 5, which includes such information as
          a description of any major adverse business developments and
          conditions that were experienced.

     Response:

            Applicable rules and regulations of the Commodity Futures Trading
Commission (the "CFTC"), the National Futures Association (the "NFA") and the
National Association of Securities Administrators Association (the "NASAA")
address disclosure issues and practices similar to those set forth in Industry
Guide 5 generally and in Items 4 and 8.A of Industry Guide 5 in particular
(although without perfect congruity) and set forth the appropriate standards
and practices applicable to publicly offered managed pools of futures and
options on futures. We believe we are in substantial compliance with such
rules and regulations and with common and accepted best practices in the
managed futures industry, although we have received comments from the NFA and
various state securities administrators to which we have responded or are in
the process of responding. In certain instances, the rules and regulations of
the CFTC, the NFA and the NASAA conflict with the requirements of Industry
Guide 5. We respectfully submit that in the event of such a conflict, the
rules and regulations of the CFTC, NFA and NASAA should control, as they were
written specifically for the managed futures industry and publicly offered
commodity pools, each of which are substantially regulated by such
authorities. In our experience, the staff of the division of corporate finance
historically has afforded substantial deference to the rules and

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SIDLEY AUSTIN BROWN & WOOD LLP                                         NEW YORK

Owen Pinkerton, Esq., Senior Attorney
November 18, 2004
Page 3

regulations of the CFTC, the NFA and the NASAA in respect of the standards of
disclosure applicable to public commodity pools.

     4.   Please provide us with a complete copy of any sales material which
          includes all illustrations and other inserts in the form you expect
          to distribute to investors in accordance with Release No. 33-6900
          and by analogy to Item 19D of Guide 5. We may have further comment
          after we receive your materials.

     Response:

            We will provide such materials under separate cover as they become
available.

     5.   Please provide a Management's Discussion and Analysis (MD&A) section
          within the registration statement prepared in accordance with Item
          303 of Regulations S-K and specifically include the disclosures
          related to the following: 1) liquidity and capital resources, 2)
          off-balance sheet arrangements, and 3) a tabular disclosure of
          contractual obligations. Refer to FR-72 for the Commission's
          guidance regarding management discussion and analysis of financial
          condition and results of operations.

     Response:

            We have made revisions in response to the foregoing comment. See
page 26.

     6.   In addition; please provide a discussion of what you expect to be
          your most critical accounting policies, which should include what
          you believe to be your most difficult and judgmental estimates, the
          most important and pervasive accounting policies used, and the areas
          most sensitive to material change from external factors. Refer to
          FR-60.

     Response:

            We have made revisions in response to the foregoing comment. See
page 26.

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SIDLEY AUSTIN BROWN & WOOD LLP                                         NEW YORK

Owen Pinkerton, Esq., Senior Attorney
November 18, 2004
Page 4

     7.   Please supplementally confirm to us, if true, that all units
          redeemed or otherwise re-acquired by the trust will not be re-issued
          to other investors. If you do intend to re-issue redeemed or
          re-acquired units, please tell us supplementally how you intend to
          register those re-issuances under the Securities Act.

     Response:

            We confirm that all units redeemed or otherwise re-acquired by the
trust will not be re-issued to other investors.

     8.   We note that investors will be entitled to exchange their units in
          one series for units in a different series, so long as the exchange
          is for the same class of units. In addition, we refer to your
          statement that such an exchange will be treated as a redemption of
          one unit and the subsequent sale of a separate unit, except that no
          redemption fees would be charged. Please supplementally confirm to
          us what exemption from registration you will rely upon in connection
          with the exchanges.

     Response:

            Units to be issued in connection with an exchange will have been
registered pursuant to this Registration Statement.

     9.   Please summarize, immediately following the cover page, the
          suitability standards that investors must meet in order to invest in
          this offering. In addition, if suitability standards in individual
          states in which you intend to offer your units differ from these
          standards, please summarize the suitability standards of such
          states.

     Response:

            We have made revisions in response to the foregoing comment.

     10.  Please advise us supplementally whether the managing owner or its
          affiliates can purchase units in the offering so as to reach the
          minimum subscription. If so, please also disclose this fact on the
          cover page of the prospectus and in the prospectus summary.

     Response:

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SIDLEY AUSTIN BROWN & WOOD LLP                                         NEW YORK

Owen Pinkerton, Esq., Senior Attorney
November 18, 2004
Page 5

            The Managing Owner or its affiliates may subscribe to purchase
units during the Initial Offering Period. Any units subscribed for by the
Managing Owner or its affiliates will be counted towards the minimum
subscription amount. We have added disclosure regarding the foregoing to the
prospectus summary.

     11.  Please revise to indicate the factors considered in determining the
          offering price. Refer to Item 505 of Regulation S-K.

     Response:

            We have made revisions in response to the foregoing comment. See
the second footnote on the cover page.

     12.  We note that you propose to offer units in three series - G, H and I
          - as well as two classes within each series (Class I and II units).
          Please revise the facing page to indicate each security that you are
          registering and revise the facing page and cover page of the
          prospectus to allocate the number of shares being registered for
          each series as well as each class within each series. Please be
          aware that all shares being registered must be allocated to a
          specific series and class.

     Response:

            We have made revisions in response to the foregoing comment.

     13.  Please revise your outside cover page to reflect the respective
          series in the fee table. When you revise, please indicate which
          paragraph of Rule 457 you relied upon for calculation of the
          registration fee.

     Response:

            We have made revisions in response to the foregoing comment.

     14.  Refer to the disclosure concerning your share redemption program on
          pages 71-72. Supplementally, please provide a detailed analysis
          regarding the applicability of the tender offer rules to the share
          redemption program. Specifically, in your

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SIDLEY AUSTIN BROWN & WOOD LLP                                         NEW YORK

Owen Pinkerton, Esq., Senior Attorney
November 18, 2004
Page 6

          analysis please address your intention to redeem shares without any
          limit on the percentage of shares you may redeem and the fact that
          the redemptions will not be conducted pro rata. Refer to Rule 13e-4
          and Regulation 14E of the Exchange Act.

     Response:

            The trust does not have a share redemption program. Units of each
series are redeemable at the option of the holder (in a manner analogous to
shares in an open-end investment company) as of the close of business on the
last business day of each month on five business days' prior written notice.
The absence of any limit on the number of units that may be redeemed and the
absence of pro rata treatment reflects the simple fact that the decision to
redeem or not to redeem as of the end of any month rests entirely with each
unitholder, not the Trust. Except under extraordinary circumstances
(generally, those in which honoring a redemption request would be prejudicial
to non-redeeming unitholders) the trust is required to honor a unitholder's
redemption request. This redemption feature is readily distinguishable from an
issuer self-tender offer in which the issuer offers to repurchase a number of
its shares on particular terms and conditions, an offer which a shareholder
may accept or reject in the shareholder's discretion. Unitholders' redemption
rights are a key feature of the securities being offered, are typical of
public commodity pools and do not constitute a tender offer subject to Rule
13e-4 or Regulation 14E any more than the redemption rights of holders of
shares in an open-end investment company.

Prospectus Cover Page

     15.  Please confirm that your cover page will be one page only. We refer
          to Item 501(b)(3) of Regulation S-K. Please revise to remove
          information not required by Item 501, Guide 5 or the Part 4 Rules
          promulgated by the CFTC.

     Response:

            Our cover page will be one page only. We have made revisions in
response to the foregoing comment. Please refer to out response to your
comment no. 3 above regarding Industry Guide 5.

     16.  Please disclose, in the header, the minimum and maximum number of
          units being offered for each series and each class within each
          series. In connection with this, please briefly describe what Class
          I and Class II units are.

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SIDLEY AUSTIN BROWN & WOOD LLP                                         NEW YORK

Owen Pinkerton, Esq., Senior Attorney
November 18, 2004
Page 7

     Response:

            Please note that the minimum and maximum number of units of each
series to be sold during the initial offering period is calculated on a series
by series basis and is aggregated betweer the class I and the class II of each
series.

     17.  Please revise to briefly define what constitutes a "best efforts"
          offering.

     Response:

            We have made revisions in response to the foregoing comment.

     18.  Please disclose the termination date of the registered offering.
          Refer to Item 501(b)(8)(iii).

     Response:

            We have made revisions in response to the foregoing comment.

     19.  We note your statement in the first footnote to the table on the
          bottom of the cover page stating that should you not reach the
          minimum offering for any of the series, money tendered by
          subscribers will be returned without penalty together with interest
          "within 10 days or as soon thereafter as practicable." Please be
          aware that pursuant to Rule 10b-9(a)(1) any funds should be returned
          promptly. We do not agree that 10 days is consistent with Rule
          10b-9, and the qualification included in this footnote casts doubt
          about whether funds would even be returned within this time period.
          Please revise accordingly.

     Response:

            We have made revisions in response to the foregoing comment.

     20.  Please revise the first cover page risk factor to clarify whether
          there is a limitation on the amount to which each fund may be
          leveraged.

     Response:

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SIDLEY AUSTIN BROWN & W