3

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

                                  
                              FORM 10-Q
                                  
                                  
 Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
                      and Exchange Act of 1934
                                  


For The Quarter Ended September 30, 1998
Commission File Number 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 of                  I.R.S. Employer
organization                                   Identification No.

4700 Roseville Road, Suite 206, North Highlands, California 95660
(Address of Principal executive offices)               (Zip Code)


Registrant's telephone number, including area code:  (916)331-8080


Former name, former address and former fiscal year, if changed since
last year:



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.

Yes    X       No
<TABLE>
PART 1 - FINANCIAL INFORMATION                                       
                                                                     
 Capital  Builders  Development   Properties
   (A  California  Limited  Partnership)
                                                                
              BALANCE  SHEETS
<CAPTION>                                                       
                                              September   December 31
                                                 30
                                                1998          1997
<S>                                              <C>          <C>
ASSETS                                                               
  Cash and cash equivalents                      $38,736       $2,310
  Accounts receivable, net                       118,119      120,152
  Investment property, at cost,                                      
    net of accumulated depreciation                                  
    and amortization of $1,315,455                                   
    and $1,227,226 at September 30,                                  
   1998 and December 31, 1997,                                       
    respectively                               3,816,597    3,947,695
                                                                     
  Lease commissions, net of accumulated                              
    amortization of $72,275 and 58,098                               
    at September 30, 1998, and December 31,                          
    1997, respectively                            61,883       80,188
                                                                     
  Other assets, net of accumulated                                   
    amortization of $36,168 and                                      
    $17,382 at September 30, 1998, and                               
    December 31, 1997, respectively               60,037       68,984
                                                                     
                    Total assets              $4,095,372   $4,219,329
                                                                     
LIABILITIES AND PARTNERS' EQUITY                                     
  Notes payable                               $3,584,892   $3,503,398
  Accounts payable and accrued                                       
    liabilities                                   90,169       88,257
  Tenant deposits                                 42,395       51,989
                                                                     
                    Total liabilities         $3,717,456   $3,643,644
                                                                       
  Commitments and contingencies                                      
  Partners' Equity:                                                  
    General partner                             (54,044)     (52,067)
    Limited partners                             431,960      627,752
                                                                     
                   Total partners' equity       $377,916     $575,685
                                                                     
    Total liabilities and partners' equity    $4,095,372   $4,219,329
                                                                     
See accompanying notes to the financial statements.                  
                                                                     
</TABLE>

<TABLE>
  Capital  Builders
     Development
      Properties
    (A  California
Limited  Partnership)
                                                                     
    STATEMENTS  OF
      OPERATIONS
   THREE  AND  NINE
    MONTHS  ENDED
    SEPTEMBER 30,
                                                               
<CAPTION>                                                      
                          1998                    1997         
                          Three       Nine       Three       Nine
                         Months      Months      Months     Months
                          Ended      Ended       Ended      Ended
<S>                        <C>        <C>         <C>        <C>
Revenues                                                             
  Rental and other                                                   
income                   $166,667    $516,465    $170,983   $816,785
  Interest income             105         265         250         822
                                                                     
     Total revenues       166,772     516,730     171,233     817,607
                                                                     
Expenses                                                             
  Operating expenses       39,692      117,817      40,595     161,377
  Repairs and                                                        
maintenance                20,216      61,327      42,603    113,687
  Property taxes           13,807      42,105      17,451      57,012
 Interest                  85,482     253,199      78,681     390,932
  General and                                                        
administrative             19,477      69,184      19,569     74,917
  Depreciation and                                                   
    amortization           55,627     170,867      58,482     239,229
                                                                     
     Total expenses       234,301     714,499     257,381   1,037,154
                                                                     
  Loss before minority                                               
interest                 (67,529)   (197,769)    (86,148)  (219,547)
                                                                     
  Minority interest in                                               
net loss
    of joint venture      - - - -     - - - -     - - - -      22,806
  Gain from                                                          
disposition of joint                                                
venture                   - - - -     - - - -     - - - -  1,127,913
                                                                     
Net (loss) income        (67,529)   (197,769)    (86,148)     931,172
                                                                      
Allocated to general                                                 
partners                    (675)     (1,977)       (861)      9,312
                                                                     
Allocated to limited                                                 
partners                ($66,854)  ($195,792)   ($85,287)   $921,860
                                                                     
Net (loss) income per                                                
limited
   partnership unit       ($4.85)    ($14.20)     ($6.19)      $66.86
                                                                     
Average units                                                        
outstanding                13,787      13,787      13,787     13,787
                                                                     
See accompanying notes to the financial statements.                   
                                                                     
</TABLE>

<TABLE>
   Capital  Builders
Development  Properties
(A  California  Limited
      Partnership)
                                                                 
  STATEMENTS  OF  CASH
         FLOWS
THREE  AND  NINE  MONTHS
  ENDED  SEPTEMBER 30,
                                                                 
<CAPTION>                   1998                  1997           
                           Three        Nine      Three       Nine
                           Months      Months    Months       Months
                           Ended        Ended     Ended       Ended
                                                                 
<S>                         <C>          <C>       <C>         <C>
Cash flows from                                                         
operating activities:
  Net (loss) income       ($67,529)  ($197,769)  ($86,148)     $931,172
  Adjustments to                                                       
reconcile net (loss)
     income to cash                                                    
flows provided by/
     (used in) operating                                               
activities:
  Depreciation and                                                     
amortization                 55,627     170,867    58,482      239,229
  Minority interest in                                                
joint venture               - - - -     - - - -   - - - -     (22,806)
  Gain from Partnership                                               
Interest                    - - - -     - - - -   - - - -  (1,127,913)
  Unpaid interest on                                                  
loan payable
    to affiliate            - - - -     - - - -   - - - -       55,347
  Changes in assets and                                    
liabilities:
   (Increase)/Decrease                                                
in accounts receivable      (5,874)       2,033   (1,895)     (22,500)
    Increase in leasing                                               
commissions                 (1,092)     (1,092)  (10,290)     (26,061)
    Decrease/(Increase)                                               
in other assets               1,598       3,260   (1,653)          246
    Increase/(Decrease)                                    
in accounts
      payable and                                                     
accrued liabilities          24,464       1,912    33,928     (58,595)
    Increase/(Decrease)                                               
     in tenant deposits       1,104     (9,594)   (4,898)     (12,164)
                                                                      
     Net cash provided                                                
by/(used in)
    operating activities      8,298    (30,383)  (12,474)     (44,045)
                                                                      
Cash flows from                                                       
investing activities:
  Improvements to                                                     
investment properties       - - - -     (1,587)  (23,102)     (38,566)
  Proceeds from sale of                                               
Partnership                 - - - -     - - - -   - - - -       14,380
                                                                      
     Net cash used in                                                 
     investing                                                        
activities                  - - - -     (1,587)  (23,102)     (24,186)
                                                                      
Cash flows from                                                       
financing activities:
  Payments on notes                                                   
payable                     (9,721)   (208,506)   (8,866)     (44,886)
  Proceeds from notes                                                 
payable                     - - - -     290,000    25,373      166,956
  Payment of loan fees                                                
                            - - - -    (13,098)   - - - -     (83,275)
                                                                        
     Net cash (used                                                    
in)/provided
     by financing                                                      
activities                  (9,721)      68,396    16,507       38,795
                                                                       
Net (Decrease)/Increase                                                
in cash                     (1,423)      36,426  (19,069)     (29,436)
                                                                       
Cash, beginning of                                                     
period                       40,159       2,310    38,968       49,335
                                                                       
Cash, end of period         $38,736     $38,736    $19,899      $19,899
                                                                       
See accompanying notes to the financial statements.                    
                                                                       
</TABLE>

                                  
               Capital Builders Development Properties
                 (A California Limited Partnership)
                                  
                                  
                    NOTES TO FINANCIAL STATEMENTS
              September 30, 1998 and December 31, 1997


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND
         ORGANIZATION

A  summary  of  the significant accounting policies applied  in  the
preparation of the accompanying financial statements follows:

Basis of Accounting
The  financial statements of Capital Builders Development Properties
(The  "Partnership") are prepared on the accrual basis and therefore
revenue is recorded as earned and costs and expenses are recorded as
incurred.   Certain  prior year amounts have  been  reclassified  to
conform to current year classifications.

Principles of Presentation
In  May  1997  the  Partnership sold its  60%  interest  in  Capital
Builders  Roseville  Venture  to  its  affiliate,  Capital  Builders
Development Properties II.  Capital Builders Development  Properties
II,  a  California  Limited Partnership,  is  an  affiliate  of  the
Partnership as they have the same General Partner, Capital Builders,
Inc.   The  financial statements represent financial activity  on  a
consolidated basis until the time of the disposition of the majority-
owned   subsidiary.   All  significant  intercompany  accounts   and
transactions have been eliminated.  The General Partner  of  Capital
Builders  Development  Properties, Capital Builders,  Inc.,  has  no
direct  ownership interest in the joint venture, and did not receive
any compensation for the sale of the subsidiary.

Organization
Capital   Builders  Development  Properties,  a  California  Limited
Partnership,  is  owned under the laws of the State  of  California.
The Managing General Partner is Capital Builders, Inc., a California
corporation (CB).

The Partnership is in the business of real estate development and is
not  a  significant  factor  in  its  industry.   The  Partnership's
investment  properties  are  located near  major  urban  areas  and,
accordingly,  compete  not  only with similar  properties  in  their
immediate areas but with hundreds of properties throughout the urban
areas.   Such  competition is primarily on the basis  of  locations,
rents,   services  and  amenities.   In  addition,  the  Partnership
competes  with  significant numbers of individuals or  organizations
(including  similar  companies, real estate  investment  trusts  and
financial  institutions) with respect to the purchase  and  sale  of
land,  primarily  on  the  basis of the prices  and  terms  of  such
transactions.

Investment Properties
Long-lived assets and certain identifiable intangibles are  reviewed
for  impairment whenever events or changes in circumstances indicate
that  the  carrying  amount  of an asset  may  not  be  recoverable.
Recoverability  of  assets to be held and  used  is  measured  by  a
comparison  of  the carrying amount of an asset to future  net  cash
flows  expected  to be generated by the asset.  If such  assets  are
considered  to  be  impaired, the impairment  to  be  recognized  is
measured  by the amount by which the carrying amount of  the  assets
exceed  the fair value of the assets.  Assets to be disposed of  are
reported  at  the  lower of the carrying amount or fair  value  less
costs to sell.

The  Partnership's investment property consists of commercial  land,
buildings  and  leasehold  improvements  that  are  carried  net  of
accumulated depreciation.  Depreciation is provided for  in  amounts
sufficient  to  relate the cost of depreciable assets to  operations
over  their  estimated service lives of three to forty  years.   The
straight-line  method  of  depreciation is  followed  for  financial
reporting purposes.

Lease Commissions

Lease commissions are being amortized over the related lease terms.

Income Taxes

The  Partnership does not provide for income taxes since all  income
or  losses  are reported separately on the individual partners'  tax
returns.

Revenue Recognition

Rental  income is recognized on a straight-line basis over the  life
of the lease, which may differ from the scheduled rental payments.

Net (Loss) Income per Limited Partnership Unit

The net (loss) income per Limited Partnership unit is computed based
on the weighted average number of units outstanding during the three
and nine months ended September 30 of 13,787 in 1998 and 1997.

Statement of Cash Flows

For  purposes of statement of cash flows, the Partnership  considers
all short-term investments with a maturity, at date of purchase,  of
three months or less to be cash equivalents.

Use of Estimates

The preparation of financial statements in conformity with generally
accepted accounting principles requires Management to make estimates
and  assumptions  that  affect the reported amounts  of  assets  and
liabilities  and disclosure of contingent assets and liabilities  at
the  date  of the financial statements and the reported  amounts  of
revenues  and expenses during the reporting period.  Actual  results
could differ from those estimates.

NOTE 2 - LIQUIDITY

Management  was  notified that one of Plaza do  Oro's  major  office
tenants,  occupying  12,052  square  feet,  has  filed  Chapter   11
Bankruptcy  and  will  vacate its suite  during  November  of  1998.
Although the tenant's lease does not expire until January 31,  2001,
it  is  unlikely  that any future collections will be  made  on  the
lease.

The  loss of this tenant will have a significant negative impact  on
the Partnership's cash flow, and unless Management is successful  in
obtaining additional lease-up and/or additional sources of cash from
refinancing,  the  Partnership will be unable to meet  current  year
obligations.

Management is currently negotiating a 6,000 square foot lease with a
potential   office  tenant.   It  is  also  looking  into  obtaining
additional financing to provide additional working capital  to  meet
current year obligations.

NOTE 3 - RELATED PARTY EXPENSE REIMBURSEMENT AND FEE ARRANGEMENT

The  Managing  General  Partner (Capital  Builders,  Inc.)  and  the
Associate General Partners are entitled to reimbursement of expenses
incurred  on  behalf of the Partnership and certain  fees  from  the
Partnership.  These fees include: a property management fee up to 6%
of  gross revenues realized by the Partnership with respect  to  its
properties; a subordinated real estate commission of up to 3% of the
gross sales price of the properties; and a subordinated 25% share of
the  Partnership's distributions of cash from sales or  refinancing.
The  property management fee currently being charged is 5% of  gross
rental revenues collected.

All acquisition fees and expenses, all underwriting commissions, and
all  offering  and organizational expenses which  can  be  paid  are
limited to 20% of the gross proceeds from sales of Partnership units
provided  the  Partnership  incurs  no  borrowing  to  develop   its
properties.  However, these fees may increase to a maximum of 33% of
the  gross  offering proceeds based upon the total  acquisition  and
development costs, including borrowing.  Since the formation of  the
Partnership,  27.5%  of these fees were paid  to  the  Partnership's
related  parties, leaving a remaining maximum of 5.5% ($379,143)  of
the  gross  offering proceeds.  The ultimate amount of  these  costs
will  be  determined  once the properties are  fully  developed  and
leveraged.

The  total management fees paid to the Managing General Partner were
$7,960 and $39,053 for the nine months ended September 30, 1998  and
1997,  respectively,  while  total  reimbursement  of  expenses  was
$63,162  and  $75,283,  respectively.  The Partnership  has  accrued
$29,098 of Management fees during 1998, and will continue to  accrue
these fees until all vendor balances are brought current.

NOTE 4 - INVESTMENT PROPERTIES

The components of the investment property account are as follows:

                           September 30, 1998   December 31, 1997

Land                               $1,353,177          $1,353,177
Building and Improvements           3,289,420           3,287,832
Tenant Improvements                   489,455            533,912
Investment properties, at cost      5,132,052           5,174,921

Less: accumulated depreciation
        and amortization          (1,315,455)         (1,227,226)

     Investment property, net      $3,816,597          $3,947,695

NOTE 5 - NOTES PAYABLE

Notes Payable consist of the following at:
                                        September 30,   December 31,
                                                1998         1997
Mini-permanent loan with a fixed interest
rate    of   9.25%,   requiring   monthly
principal   and  interest   payments   of
$28,689,  which is sufficient to amortize
the  loan over 25 years.  The loan is due
April    1,    2002.    The    note    is
collateralized by a First Deed  of  Trust
on  the land, buildings and improvements,
and is guaranteed by the General Partner.    $3,294,892   $3,323,398

Land  loan of $180,000 due March 31, 1998
was  refinanced  with  a  land  loan   of
$290,000  due  May  1,  1999.   The  note
requires interest only payments and bears
interest  at 12.5%.  The note is  secured
by  Plaza  de  Oro's separately  parceled
Phase  II land and is guaranteed  by  the
General Partner.                                290,000      180,000

Total Notes Payable                          $3,584,892   $3,503,398


NOTE 6 - LEASES

The  Partnership leases its properties under long-term noncancelable
operating  leases  to  various tenants.  The facilities  are  leased
through  agreements  for rents based on the square  footage  leased.
Minimum annual base rental payments under these leases for the years
ending December 31 are as follows:

                    1998                       $541,631
                    1999                        310,254
                    2000                        277,652
                    2001                        243,590
                    2002                        104,178
                    Total                    $1,477,305


NOTE 7 - FAIR VALUE OF FINANCIAL INSTRUMENTS

The  following methods and assumptions were used by the  Partnership
in estimating it's fair value disclosures for financial instruments.

     Cash and cash equivalents
     The  carrying  amount approximates fair value  because  of  the
     liquid nature of the instrument.

     Notes payable
     The  fair value of the Partnership's notes payable is estimated
     based  on  the  quoted market prices for the  same  or  similar
     issues  or on the current rates offered to the Partnership  for
     debt of the same remaining maturities.

The estimated fair values of the Partnership's financial instruments
are as follows:

                               September 30, 1998       December 31, 1997
                             Carrying    Estimated   Carrying   Estimated
                               Amount   Fair Value     Amount  Fair Value

Assets
Cash and cash equivalents     $38,736      $38,736     $2,310      $2,310

Liabilities
Note payable               $3,294,892  $3,294,892  $3,323,398  $3,323,398
Note payable                 $290,000     $290,000   $180,000    $180,000


NOTE 8 - COMMITMENTS AND CONTINGENCIES

The  Partnership is involved in litigation primarily arising  in  the
normal  course  of its business.  In the opinion of  Management,  the
Partnership's  recovery  or  liability, if  any,  under  any  pending
litigation  would  not materially affect its financial  condition  or
operations.
NOTE 9 - PROSPECTIVE ACCOUNTING PRONOUNCEMENTS

Accounting for Derivative Instruments and Hedging Activity

In June 1998, the FASB issued SFAS No. 133, Accounting for Derivative
Instruments  and Hedging Activities.  SFAS No. 133 is  effective  for
all  fiscal quarters of fiscal years beginning after June  15,  1999.
Management believes that the adoption of SFAS No. 133 will not have a
material  impact on the financial statements due to the Partnership's
inability  to invest in such instruments as stated in the Partnership
agreement.

Accounting  for the Costs of Computer Software Developed or  Obtained
for Internal Use

In  March  1998, the American Society of Certified Public Accountants
(AICPA)  issued Statement of Position (SOP) 98-1, Accounting for  the
Costs  of  Computer Software Developed or Obtained for Internal  Use.
SOP  98-1  provides guidance on accounting for the costs of  computer
software  developed or obtained for internal use.  It specifies  that
computer  software meeting certain characteristics be  designated  as
internal-use   software  and  sets  forth  criteria   for   expensing
capitalizing, and amortizing certain costs related to the development
or  acquisition of internal-use software.  SOP 98-1 is effective  for
fiscal years beginning after December 15, 1998.  Management does  not
expect  that adoption of SOP 98-1 will have a material impact on  the
Partnership's financial statements.

Reporting on the Costs of Start-Up Activities

In  April 1998, the AICPA issued SOP 98-5, Reporting on the Costs  of
Start-Up  Activities.  SOP 98-5 provides guidance  on  the  financial
reporting  of  start-up costs and organization  costs.   It  requires
costs of start-up activities and organization costs to be expensed as
incurred.   SOP  98-5 is effective for fiscal years  beginning  after
December 15, 1998.  Management does not expect that adoption  of  SOP
98-5  will  have  a  material impact on the  Partnership's  financial
statements.



     ITEM 2    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
               CONDITION AND RESULTS OF OPERATIONS

Year 2000 Compliance

The  potential impact of the Year 2000 compliance issue on  the  real
estate  industry could be material, as virtually every aspect of  the
industry and processing of transactions will be affected.  Due to the
size of the task facing the real estate industry, the Partnership may
be adversely affected by the problem, depending on whether it and the
entities with which it does business address this issue successfully.
The  impact  of Year 2000 issues on the Partnership will then  depend
not  only on corrective actions that the Partnership takes, but  also
on  the  way  in which Year 2000 issues are addressed by governmental
agencies, businesses and other third parties that provide services or
data to, or received services or data from, the Partnership, or whose
financial  condition or operational capability is  important  to  the
Partnership.

The Partnership's State of Readiness

The  Partnership engages the services of third-party software vendors
and  service  providers for substantially all of its electronic  data
processing.   Thus, the focus of the Partnership is  to  monitor  the
progress   of  its  primary  software  providers  toward  Year   2000
compliance.

The  Partnership's Year 2000 compliance program has been divided into
phases,  all  of  them common to all sections of  the  process:   (1)
inventorying date-sensitive information technology and other business
systems;  (2) assigning priorities to identified items and  assessing
the efforts required for Year 2000 compliance of those determined  to
be  material to the Partnership; (3) upgrading or replacing  material
items  that are determined not to be Year 2000 compliant and  testing
material  items; (4) assessing the status of third party  risks;  and
(5)  designing and implementing contingency and business continuation
plans.

In  the  first  phase,  the  Partnership  is  conducting  a  thorough
evaluation  of  current information technology systems and  software.
Non-information  technology systems such as climate control  systems,
elevators and security equipment will also be surveyed.

In  phase two of the process, results from the inventory are assessed
to  determine the Year 2000 impact and what actions are  required  to
obtain Year 2000 compliance.  For the Partnership's internal systems,
application  upgrades of software are needed.   The  Partnership  has
opted  for  a  course  of  action that will result  in  upgrading  or
replacing all critical internal systems.

The third phase includes the upgrading, replacement and/or retirement
of  systems,  and  testing.  This stage of the Year 2000  process  is
ongoing  and  is scheduled to be completed by the second  quarter  of
1999.

The  fourth phase, assessing third party risks, includes the  process
of  identifying and prioritizing critical suppliers and customers  at
the  direct  interface level.  This evaluation includes communicating
with  the  third parties about their plans and progress in addressing
Year 2000 issues.

Contingency Plan

The  final  phase  of the Partnership's Year 2000 compliance  program
relates  to contingency plans.  The Partnership maintains contingency
plans in the normal course of business designed to be deployed in the
event of various potential business interruptions.

Costs

As  the  Company relies upon third-party software vendors and service
providers  for  substantially all of its electronic data  processing,
the  primary cost of the Year 2000 Project has been and will continue
to be the reallocation of internal resources and, therefore, does not
represent incremental expense to the Partnership.

Risks

Failure  to correct a material Year 2000 problem could result  in  an
interruption in, or a failure of, certain normal business  activities
or   operations.    The   Partnership   believes   that,   with   the
implementation of new or upgraded business systems and completion  of
the  Year  2000 Project as scheduled, the possibility of  significant
interruptions  of  normal  operations due to  the  failure  of  those
systems  will be reduced.  However, the Partnership is also dependent
upon  the  power  and  telecommunications infrastructure  within  the
United States.  The most reasonably likely worst case scenario  would
be  that  the Partnership may experience disruption in its operations
if  any  of  these  third-party suppliers reported a system  failure.
Although the Partnership's Year 2000 Project will reduce the level of
uncertainty about the compliance and readiness of its material third-
party  providers,  due  to  the general uncertainty  over  Year  2000
readiness  of these third-party suppliers, the Partnership is  unable
to  determine  at  this time whether the consequences  of  Year  2000
failures will have a material impact.

Liquidity and Capital Resources

The  Partnership commenced operations on September 19, 1985 upon the
sale  of  the  minimum  number of Limited  Partnership  Units.   The
Partnership's  initial source of cash was from the sale  of  Limited
Partnership  Units.  Through the offering of Units, the  Partnership
has  raised  $6,893,500 (represented by 13,787  Limited  Partnership
Units).   Cash generated from the sale of Limited Partnership  Units
has been used to acquire land and for the development of a mixed use
commercial  project  and  a  60% interest  in  a  commercial  office
project.

During  the nine months ended September 30, 1998, a net increase  in
cash  of  $36,426 was recognized by the Partnership.  This  was  the
result  of  refinancing Plaza de Oro's land loan ($180,000)  with  a
$290,000,  12  month,  12.5%  interest  only  loan,  which  provided
approximately  $90,000 in cash reserves during the  second  quarter.
Since the refinancing, cash reserves have been utilized to make debt
service payments and fund cash used in operating activities.

During the third quarter, Management received notification that  one
of  Plaza  de  Oro's major office tenants, occupying  12,052  square
feet,  filed  Chapter 11 Bankruptcy and will be vacating  its  suite
during  November  of  1998.  The loss of this  tenant  will  have  a
significant negative impact on the Partnership's ability to meet its
current  obligations.  It is Management's intention to  aggressively
market  the  project's vacant space and attempt to obtain additional
financing to meet its obligations and future leasing costs.

Management is currently negotiating a 6,000 square foot lease with a
prospective  office tenant, and a 9,800 square foot  lease  for  the
planned phase II pad building.  The Phase II building will be  built
after a lease is secured and a construction loan is obtained.

It  is  estimated  that  it will cost the Partnership  approximately
$112,000  in  tenant  improvement costs and leasing  commissions  to
stabilize  Phase I.  In order for the Partnership to pay  for  these
costs,  it  will  be  necessary to obtain additional  loan  proceeds
secured  by Phase I.  Management is currently evaluating methods  to
obtain  additional  loan proceeds, as well as  evaluating  potential
sale  scenarios  for  Plaza de Oro.  If a sale of  the  property  is
achieved, the Partnership would be dissolved.

Results of Operations

The  Partnership's total revenues decreased by $4,461 (2.6%) for  the
third  quarter  ended  September 30, 1998 as compared  to  the  third
quarter  ended September 30, 1997, while expenses also  decreased  by
$23,080  (9%)  for  the same respective period, all  resulting  in  a
decrease in net loss of $18,619 (21.6%).

The  decrease in revenues is due primarily to a decrease in occupancy
at Plaza de Oro.

The  decrease in expenses for the third quarter 1998 as  compared  to
1997  is primarily due to the recarpeting and repainting of Plaza  de
Oro's  office  building lobby and common area,  which  was  performed
during the third quarter of 1997.

The  Partnership's total revenues decreased by $300,877  (36.8%)  for
the nine months ended September 30, 1998 as compared to September 30,
1997, while expenses also decreased by $322,655 (31.1%) for the  same
respective  period.  In addition, the minority interest in  net  loss
decreased by $22,806 (100%) in 1998 compared to 1997, and a  gain  of
$1,127,913 was recognized during the nine months ended September  30,
1997  for  the  sale  of  its 60% interest in  the  Capital  Builders
Roseville  Venture,  all resulting in a decrease  in  net  income  of
$1,128,941 (121.2%) for the nine months ended September 30,  1998  as
compared to September 30, 1997.

The  decrease  in  revenues  is due primarily  to  the  sale  of  the
Partnership's  joint  venture interest on  May  1,  1997.   The  sale
decreased  reported  revenues by $242,630 since  the  Partnership  no
longer  owns 60% of the Roseville Joint Venture (Capital Professional
Center),  as it did during the nine months ended September 30,  1997.
The  Partnership's  remaining property, Plaza de Oro,  experienced  a
decrease in revenue of $58,247 due to a decrease in occupancy and the
Partnership  recognizing $36,000 of income during  1997  due  to  the
refinancing of its permanent loan, in which back-end loan fees  which
had been previously amortized over the life of the loan were forgiven
by  the  Lender.   Management is currently working on  an  aggressive
marketing program and anticipates the lease-up of the project  during
the next two quarters.

Total  expenses  decreased  by $322,655 for  the  nine  months  ended
September 30, 1998, as compared to September 30, 1997, primarily  due
to the sale of its 60% interest in Capital Builders Roseville Venture
on  May  1,  1997.   As  of  September 30,  1998,  the  Statement  of
Operations  did not include any joint venture expenses, where  as  of
September 30, 1997, expenses of $299,645 were included.

The Partnership's remaining property, Plaza de Oro, also recognized a
decrease  in operating expenses due to the recarpeting and repainting
of its office building lobby and common area during 1997.

                     PART II - OTHER INFORMATION

Item 1         -    Legal Proceeding
                         The Partnership is not a party to, nor is
               the Partnership's property the subject of, any
               material pending legal proceedings.

Item 2    -    Not applicable

Item 3    -    Not applicable

Item 4    -    Not applicable

Item 5    -    Not applicable

Item 6    -    Exhibits and Reports on Form 8-K

          (a)  Exhibits - None
          (b)  Reports on Form 8-K - None


                             SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of  1934,
the  registrant  has dully caused this report to  be  signed  on  its
behalf by the undersigned, hereunto dully authorized.

                              CAPITAL BUILDERS DEVELOPMENT PROPERTIES
                              a California Limited Partnership

                              By:  Capital Builders, Inc.
                              Its Corporate General Partner



Date:  November 12, 1998           By:
                                   Michael J. Metzger
                                   President


Date:  November 12, 1998           By:
                                   Kenneth L. Buckler
                                   Chief Financial Officer