Millenium Management
199 S. Los Robles Avenue
Suite 200
Pasadena, CA 91101
Tel: 626-585-5920
Fax: 626-585-5929


April 15, 2005

TO UNIT HOLDERS OF SECURED INVESTMENT RESOURCES FUND, L.P.

     Re: Offer to Purchase Units for $4 Per Unit

Dear Unit Holder:

     Enclosed is an OFFER TO  PURCHASE up to 8,000 Units of limited  partnership
interests in Secured  Investment  Resources Fund, L.P. (the  "Partnership") at a
cash  purchase  price of $4 per  Unit,  without  interest,  less the  amount  of
distributions  made to you after the date of the Offer. No transfer fees will be
deducted - the Purchaser will pay any such fee.

         Please consider the following points, which are discussed in greater
detail in the accompanying Offer to Purchase:

     o    The Offer is $4 per Unit in cash.  Under the current  circumstances of
          the  Partnership,  we believe it is  unlikely  that  anyone else would
          offer to buy a large  number of Units,  at any  price,  such as we are
          offering.

     o    The Units are illiquid -trades of only 15 Units were reported over the
          last 12 months, according to an independent industry publication. Such
          trades  reportedly  occurred  at the  average  price of $55 per  Unit,
          before commissions were deducted.

     o    There is no  current  plan to sell  the  Partnership's  properties  or
          liquidate the  Partnership.  It will take Millenium  several months to
          determine the true financial condition of the Partnership, to evaluate
          and understand  the issues  concerning  each property,  to determine a
          plan for managing  each  property and to implement a strategy for each
          property that  Millenium  believes to be in the best  interests of the
          Partnership.

     o    One of the Partnership's two remaining  properties,  the Hidden Valley
          Exchange  Shopping  Center,  is  threatened  with  foreclosure  again.
          Millenium does not know whether or not the Partnership  will lose this
          property through foreclosure.

     Millenium is the general  partner of the  Partnership  and  therefore has a
conflict of interest in making this Offer.  Millenium  has taken  control of the
Partnership's  properties  and  accounts,  but has not  yet had  enough  time to
determine the true financial  condition of the  Partnership  and its properties.
The Former General Partners have not obtained  audited  financials for over five
(5) years, therefore the only financial information available is unaudited.

     We urge you to read the Offer to  Purchase  completely  and to return  your
completed  Agreement of Transfer and Letter of Transmittal  promptly (blue form)
in the envelope provided.

     The Offer is  scheduled  to  expire on May 19,  2005.  For  answers  to any
questions you might have regarding  these  materials or our Offer, or assistance
in the  procedures  for  accepting our Offer and  tendering  your Units,  please
contact us at (800) 611-4613 (toll free).

                                              Very truly yours,

                                              MILLENIUM MANAGEMENT, LLC