EX-99 4 mpfisecuredincex3.txt EXHIBIT (A) (3) LETTER TO UNIT HOLDERS Exhibit (a)(3) September 22, 2004 TO: UNIT HOLDERS OF SECURED INCOME L.P. SUBJECT: OFFER TO PURCHASE UNITS Dear Unit Holder: As described in the enclosed Offer to Purchase and related Letters of Transmittal (the "Offer"), MP FALCON GROWTH 2, LLC; MP VALUE FUND 6, LLC; MPF DEWAAY FUND 2, LLC; MP INCOME FUND 18, LLC; MACKENZIE PATTERSON SPECIAL FUND 7, LLC; ACCELERATED HIGH YIELD INSTITUTIONAL INVESTORS, L.P.; MACKENZIE SPECIFIED INCOME FUND, L.P.; MACKENZIE PATTERSON SPECIAL FUND 5, LLC; MP INCOME FUND 16, LLC (collectively the "Purchasers") are offering to purchase up to 100,000 Units of limited partnership interest (the "Units") in SECURED INCOME L.P., a Delaware limited partnership (the "Partnership") at a purchase price equal to: $24.25 per Unit The Offer will provide you with an opportunity to liquidate all, or a portion of, your investment in SECURED INCOME L.P. without the usual transaction costs associated with market sales or partnership transfer fees. After carefully reading the enclosed Offer, if you elect to tender your Units, mail (using the enclosed pre-addressed, postage paid envelope) or fax a duly completed and executed copy of the Letter of Transmittal (printed on green paper) and change of address forms, and any other documents required by the Letter of Transmittal, to the Depositary for the Offer at: MacKenzie Patterson Fuller, Inc., 1640 School Street Moraga, California 94556 Facsimile: (925) 631-9119 If you have previously tendered your Units to AIMCO and AIMCO/Bethesda Holdings Acquisitions, Inc. pursuant to their Tender Offer, you may withdrawal your Units from their offer and tender your Units pursuant to this Offer. We have enclosed a notice of withdrawal that you may use to revoke your tender to AIMCO. If you have any questions or need assistance, please call the Depository at 800-854-8357. This Offer expires (unless extended) October 20, 2004