This book constitutes the refereed proceedings of the Third International Workshop on Algorithms and Models for the Web-Graph, WAW 2004, held in Rome, Italy in October 2004.The 14 revised full papers presented together with an invited paper were carefully reviewed and selected from 31 submissions. The papers address a variety of topics related to the study of the Web-graph including random graphs, local network flow, network models, traffic driven Web-graph modeling, embedded communities, Web data mining, personalization, page tank computation, hierarchical information networks, Web crawling, community detection, and network communities.