UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C.  20549

                              FORM 10-K/A
                       Amendment #1 to Form 10-K

          [X]  Annual Report Pursuant to Section 13 or 15(d)
              of the Securities and Exchange Act of 1934

For the fiscal year ended                    Commission File Number
  December 31, 1999                                    2-96042

               CAPITAL BUILDERS DEVELOPMENT PROPERTIES,
                   A CALIFORNIA LIMITED PARTNERSHIP
        (Exact name of registrant as specified in its charter)

         California                      77-0049671

  (State or other jurisdiction               (I.R.S. Employer
of incorporation or organization)               Identification No.)

1130 Iron Point Road, Suite 170, Folsom, California 95630
(Address of principal executive offices)               Zip Code

Registrant's telephone number, including area code:  (916) 353-0500

Securities registered pursuant to Section 12(b) of the Act:  NONE

Securities registered pursuant to Section 12(g) of the Act:   Limited
Partnership Units

Indicate  by  check  mark whether the registrant (1)  has  filed  all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or such  shorter
period  that  the registrant was required to file such reports),  and
(2)  has  been subject to such filing requirements for  the  past  90
days.    X Yes     No

As  of December 31, 1999 the aggregate Limited Partnership Units held
by  nonaffiliates of the registrant was 13,787.  There is  no  market
for the units.

Documents Incorporated by Reference

Limited  Partnership Agreement dated May 1, 1985,  filed  as  Exhibit
3.3,  and  the  Amendment to the Limited Partnership Agreement  dated
November 20, 1985 filed as Exhibit 3.4 to Registration Statement  No.
2-96042  of  Capital  Builders Development Properties,  A  California
Limited  Partnership, are hereby incorporated by reference into  Part
IV of this Form 10K.


ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

                                                       Page Number

INDEPENDENT AUDITORS' REPORT                                     11

FINANCIAL STATEMENTS

     BALANCE SHEETS                                              12
     AS OF DECEMBER 31, 1999, and 1998

     STATEMENTS OF OPERATIONS                                    13
     FOR THE YEARS ENDED
     DECEMBER 31, 1999, 1998, and 1997

     STATEMENTS OF PARTNERS'                                     14
     (DEFICIT) EQUITY FOR THE YEARS ENDED
     DECEMBER 31, 1999, 1998, and 1997

     STATEMENTS OF CASH FLOWS                                    15
     FOR THE YEARS ENDED
     DECEMBER 31, 1999, 1998, and 1997

     NOTES TO FINANCIAL STATEMENTS                            16-23

SUPPLEMENTAL SCHEDULES

     SCHEDULE III
     REAL ESTATE AND ACCUMULATED DEPRECIATION                    28

Financial  schedules not included have been omitted  because  of  the
absence  of  conditions under which they are required or because  the
information is included elsewhere in this report.


                              SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange  Act of 1934, the registrant has duly caused this report  to
be   signed  on  its  behalf  by  the  undersigned,  thereunto   duly
authorized.

     Capital Builders Development Properties and Subsidiary
     A California Limited Partnership

     By CAPITAL BUILDERS, INC.,
     The Managing General Partner,
     For and On Behalf of the
     Capital Builders Development Properties
     A California Limited Partnership



Michael J. Metzger, President           Date

Pursuant to the requirements of the Securities Exchange Act of  1934,
this  report has been signed below by the following persons on behalf
of the registrant and in the capacities and on the date indicated.

    Signature                   Title                   Date


____________________     Associate General
Michael J. Metzger       Partner; President and
                         Director of Capital
                         Builders, Inc. ("CB")

____________________     Chief Financial
Kenneth L. Buckler       Officer of CB



SUPPLEMENTAL  INFORMATION TO BE FURNISHED WITH  REPORTS  PURSUANT  TO
SECTION  15(d)  OF THE ACT BY REGISTRANTS WHICH HAVE  NOT  REGISTERED
SECURITIES PURSUANT TO SECTION 12 OF THE ACT.

The Partnership has not sent an annual report or proxy statements  to
the Limited Partners and does not intend to send a proxy statement to
the Limited Partners.  The Partnership will send the Limited Partners
an  annual report and will furnish the Commission with copies of  the
annual report on or before April 30, 2000.



<TABLE>
              Capital Builders Development Properties
                  A California Limited Partnership

      SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
                          December 31,1999
<CAPTION>
     Column A        Column B     Column C     Column D
       <S>              <C>         <C>               <C>
                                                 Cost
                                             Captialized
   Description     Encumbrances  Initial Cost  Subsequent
                                                  to
                                              Acquistion


                                  Land (1)   Improvements  Carrying
                                                      (1)    Costs
Commercial Office
Bldg.
  Rancho Cordova     $4,199,057   $1,143,165   $4,822,338    $19,482


Balance at
beginning of
period

Additions

Sale of Capital
Professional
Center

Deletions (2)

Balance at end of
period



     Column A                     Column E
       <S>                          <C>

Dscription          Gross Carrying Amount at End of Period

                                Buildings &
                       Land     Improvements     Total(1)
Commercial
Office Bldg.
Rancho Cordova       $1,353,177   $4,631,808   $5,984,985


                              Column E Total

                       1997         1998         1999

Balance at
beginning of
period               $9,360,370   $5,174,921   $5,132,052

Additions                48,621        1,588      852,933

Sale of Capital
Professional
Center              (4,172,587)            0            0

Deletions (2)          (61,483)     (44,457)            0

Balance at end
of period            $5,174,921   $5,132,052   $5,984,985



     Column A        Column F     Column G     Column H    Column I
       <S>              <C>         <C>          <C>          <C>
                    Accumulated   Date of        Date     Depreciation
  Description       Depreciation Construction   Acquired      Life


Commercial                                                  40 Years
Office Bldg.                                                (Bldg)
Rancho Cordova                                              Life of
                     $1,470,519         1987         1985   Lease
                                                            (Tenant
                                                            Imp.)

                                  Column F
                                   Total

                                    1997         1998        1999

Balance at                        $2,107,769   $1,227,141 $1,404,343
beginning of period

Additions                            189,977      221,659     66,176

Sale of Capital
Professional                     (1,009,122)            0          0
Center

Deletions (2)                       (61,483)     (44,457)          0

Balance at end of                 $1,227,141   $1,404,343 $1,470,519
period


1) Valuation allowance for possible investment loss of $742,000 at
December 31, 1995 was charged against the cost basis of the land and
building and improvements on a pro rata basis in accordance with the
provisions of SFAS No. 121 which was adopted on January 1, 1996.

2) Deletions represent the write-off of fully amortized tenant
improvement costs.

</TABLE>