16

                                  
                                  
                              FORM 10-Q
                                  
                                  
                                  
                            UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C.   20549



Nine Months ended September 30, 1996   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:

4700 Roseville Road, Suite 101, North Highlands, California  95660


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)                                
                                                                           
             CONSOLIDATED BALANCE SHEET                               
                                                                      
  <CAPTION>                                                                
                                                     September   December
                                                            30   31
                                                          1996         1995
  <S>                                                  <C>          <C>
  ASSETS                                                                   
    Cash and cash equivalents                           10,343       90,399
    Accounts receivable, net                           143,115      138,421
    Investment property, at cost,                                          
      net of accumulated depreciation                                      
      and amortization of $2,134,051                                       
      and $2,097,079 at September 30,                                      
      1996 and December 31, 1995,                                          
      respectively, and a valuation                                        
      allowance of $742,000                          7,279,073    7,485,195
    Lease commissions, net of accumulated                                  
      amortization of $93,517 and $82,403                                  
      at September 30, 1996, and December 31,                              
      1995, respectively                               121,865       92,202
    Other assets, net of accumulated                                       
      amortization of $84,589 and                                          
      $104,133 at September 30, 1996, and                                  
      December 31, 1995, respectively                   71,927       91,323
   Minority Interest                                   651,801      487,968
                                                                           
                      Total assets                   8,278,124    8,385,508
                                                                           
  LIABILITIES AND PARTNERS' EQUITY                                         
    Loan payable to affiliate                        1,429,883    1,231,089
    Notes payable                                    6,816,100    6,871,227
    Accounts payable and accrued liabilities           165,860       84,266
    Tenant deposits                                    112,567      108,845
                                                                           
                      Total liabilities              8,524,410    8,295,427
                                                                           
    Commitments and contingencies                                          
    Partners' Equity:                                                      
      General partner                                 (60,286)     (56,923)
      Limited partners                               (186,000)      147,004
                                                                           
                     Total partners' equity          (246,286)       90,081
                                                                           
      Total liabilities and partner's equity         8,278,124    8,385,508
                                                                           
  See accompanying notes to the financial                                  
statements
                                                                           

</TABLE>
<TABLE>
CONSOLIDATED STATEMENTS OF OPERATIONS                                                 
  FOR THE MONTHS ENDED SEPTEMBER 30,                                                  
                                                                                      
                                                                                      
                                                                                  
<CAPTION>                                                                         
                                          1996         1996        1995         1995
                                         Three         Nine       Three         Nine
                                         Months       Months      Months       Months
                                         Ended        Ended       Ended        Ended
<S>                                       <C>          <C>         <C>          <C>
                                                                                      
Revenues                                                                              
  Rental and other income               $329,277     $958,500    $304,978     $946,153
  Interest income                            322        1,079         340        1,526
                                                                                      
                    Total revenues       329,599      959,579     305,318      947,679
                                                                                      
Expenses                                                                              
  Operating expenses                      67,865      193,804      66,970      182,666
  Repairs and maintenance                 28,665       99,922      43,021      110,609
  Property taxes                          24,372       73,116      18,555       66,943
  Interest                               187,836      557,229     203,204      603,139
  General and administrative              19,299       81,709      22,205       75,465
  Depreciation and  amortization         113,494      355,516     139,851      438,487
                                                                                      
                     Total expenses      441,531    1,361,296     493,806    1,477,309
                                                                                      
  Loss before minority interest        (111,932)    (401,717)   (188,488)    (529,630)
                                                                                      
Minority interest in joint venture      (19,120)     (65,355)    (40,862)    (113,439)
                                                                                      
Net loss                                (92,812)    (336,362)   (147,626)    (416,191)
                                                                                      
Allocated to general partners              (929)      (3,364)     (1,477)      (4,162)
                                                                                      
Allocated to limited partners          ($91,883)    ($332,998   ($146,149    ($412,029)
                                                            )           )
                                                                                      
                                                                                      
Net loss per limited partnership unit    ($6.65)     ($24.15)    ($10.60)     ($29.88)
                                                                                      
Average units outstanding                 13,787       13,787      13,787       13,787
                                                                                      
                                                                                      
See accompanying notes to the                                                         
financial statements
                                                                                      
                                                                                      

</TABLE>

<TABLE>
                                                                                                
          STATEMENTS OF CASH FLOWS
         FOR MONTHS ENDED JUNE 30,                                                              
                                                                                                
<CAPTION>                                                                                  
                                                1996           1996         1995         1995
                                                Three          Nine        Three         Nine
                                               Months         Months       Months       Months
                                                Ended          Ended       Ended         Ended
                    <S>                          <C>            <C>         <C>           <C>
Cash flows from operating activities:                                                            
  Net loss                                      (92,812)     (336,362)    (147,626)    (416,191)
  Adjustments to reconcile net loss                                                             
     to cash flow used in operating                                                             
activities:
  Depreciation and amortization                  113,494       355,516      139,851      438,487
  Minority interest in joint venture            (19,120)      (65,355)     (40,862)    (113,439)
  Changes in assets and liabilities                                                             
    Decrease/(Increase) in accounts                2,393       (4,694)       54,666       61,255
receivable
    Increase in leasing commissions             (18,759)      (62,712)      (9,355)     (15,967)
    (Increase)/Decrease in other assets          (2,187)       (1,845)          992      (1,430)
    Increase/(Decrease) in accounts                                                             
      payable and accrued liabilities             44,298        81,594       42,991       21,688
    Increase in tenant deposits                    8,635         3,722        9,211        3,050
                                                                                                
                    Net cash (used in)                                                          
                     provided by operating        35,942      (30,136)       49,868     (22,547)
activities
                                                                                                
Cash flows from investing activities:                                                           
  Improvements to investment properties         (17,879)      (95,107)     (38,762)     (45,686)
                                                                                                
                  Net cash used in investing                                                    
                     activities                 (17,879)      (95,107)     (38,762)     (45,686)
                                                                                                
Cash flows from financing activities:                                                           
  (Payments)/Proceeds from notes                                                                
     payable, net                               (16,420)      (55,127)     (13,708)     (17,577)
  Proceeds on loans payable to affiliate          10,584       198,794       29,961      159,854
  Distribution to minority interest              (8,000)      (98,480)                  (24,400)
                                                                                                
                     Net cash provided by                                                       
                       financing activities     (13,836)        45,187       16,253      117,877
                                                                                                
Net Increase in cash                               4,227      (80,056)       27,359       49,644
                                                                                                
Cash, beginning of period                          6,116        90,399       27,184        4,899
                                                                                                
Cash, end of period                               10,343        10,343       54,543       54,543
                                                                                                
                                                                                                
                                                                                                
                                                                                                
See accompanying notes to the financial                                                         
statements
                                                                                                

</TABLE>
               Capital Builders Development Properties
                 (A California Limited Partnership)
                                  
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


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 Consolidation

The  consolidated  financial  statements include  the  accounts  of  the
company  and  its  majority-owned  subsidiary  (60%),  Capital  Builders
Roseville  Venture.   The  remaining 40% is owned  by  Capital  Builders
Development   Properties  II,  a  California  Limited  Partnership   and
affiliate  of  the  Partnership, as they have the same General  Partner.
All   significant  intercompany  accounts  and  transactions  have  been
eliminated.

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 Associate General Partners  are:   1)  the  sole
shareholder, President and Director of CB, 2) four founders of 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  partnerships,  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

The  Partnership's  investment property account consists  of  commercial
land  and  buildings  that are carried at the  lower  of  cost,  net  of
accumulated  depreciation  and  amortization  less  valuation  allowance
for  possible  investment  losses.  The valuation  allowance  represents
the   excess   carrying  value  of  individual  properties  over   their
estimated   net  realizable  value.   The  additions  to  the  valuation
allowance
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION
        (CONTINUED)

for  possible  investment  losses are recorded  after  consideration  of
various  external  factors, particularly the lack  of  credit  available
to  purchasers  of real estate and overbuilt real estate  markets,  both
of  which  adversely  affect  real estate.   A  gain  or  loss  will  be
recorded  to  the  extent  that  the amounts  ultimately  realized  from
property  sales  differ from those currently estimated.   In  the  event
economic  conditions  for real estate continue  to  decline,  additional
valuation  losses  may  be recognized.  Net realizable  value  is  based
upon  an  appraisal  of  the  property by an independent  appraiser  and
management's  assessment  of  current market  conditions.   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.

Other Assets

Included  in  other assets are loan fees.  Loan fees are amortized  over
the life of the related notes.

Lease Commissions

Lease commissions are being amortized over the related lease terms.

Income Taxes

The  Partnership has no provision for income taxes since all  income  or
losses   are  reported  separately  on  the  individual  partners'   tax
returns.

Net Loss per Limited Partnership Unit

The  net  loss  per limited partnership unit is computed  based  on  the
weighted  average  number  of  units  outstanding  during  the  year  of
13,787 in 1996 and 1995.

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
revenue
NOTE  1  -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND  ORGANIZATION
(CONTINUED)

and   expenses  during  the  reporting  period.   Actual  results  could
differ from those estimates.

NOTE 2 - LIQUIDITY

For   the   nine  months  ended  September  30,  1996,  the  Partnership
incurred  $80,056  in  negative cash flows  from  operating  activities.
These  negative  cash  flows were the result of a large  office  vacancy
factor  at  Plaza  De Oro, re-tenanting costs, and high  interest  costs
incurred on the Plaza De Oro loan.

Subsequent   to  September  30,  1996,  management  was  successful   in
leasing  the  entire vacant office space, bringing Plaza  De  Oro  to  a
98%   occupancy   rate.    This   additional   lease-up   improves   the
probability  of  refinancing  Plaza De  Oro's  loan.   However,  due  to
current  lending  underwriting criteria, a  loan  sufficient  enough  to
pay the project's existing loan still remains difficult to achieve.

As   discussed  in  Note  6  of  the  Notes  to  Consolidated  Financial
Statements,  Plaza  De  Oro's  existing loan  is  currently  charging  a
variable  10.25%  interest  rate, and is  due  April  1,  1997.  Current
interest  rates  for  fixed loan financing range  from  8.65%  to  9.2%.
Management  has  been  successful  in  locating  lenders  interested  in
underwriting  the  loan  at these rates, but the proposed  loan  amounts
have not been sufficient to pay off the existing loan.

Management  is  continuing  its search for lenders  who  may  provide  a
larger  loan  amount,  and is also trying to locate  additional  capital
via joint venture partners.

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 portion of the  sales  commissions
payable   by   the  partnership  with  respect  to  the  sale   of   the
Partnership  units;  an  acquisition  fee  of  up  to  12.5%  of   gross
proceeds   from   the  sale  of  the  Partnership  units;   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
revenues collected.

NOTE 3 - RELATED PARTY EXPENSE REIMBURSEMENT AND FEE ARRANGEMENT
        (CONTINUED)

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
$46,013  and $45,472 for the nine months ending September 30,  1996  and
1995,   respectively,  while  total  reimbursement  of   expenses   were
$86,618 and $84,009 respectively.

NOTE 4 - INVESTMENT PROPERTIES

The  components  of  the investment property account  at  September  30,
1996 and December 31, 1995 are as follows:

                                 September 30,   December 31,
                                      1996          1995
Land                              $ 2,641,557      2,641,557
Building and Improvements           6,326,357      6,322,833
Tenant Improvements                 1,187,210      1,359,884
Investment properties, at cost     10,155,124     10,324,274
Less: accumulated depreciation
       and amortization           (2,134,051)    (2,097,079)
      valuation allowance           (742,000)      (742,000)

      Investment property, net$ 7,279,073        $ 7,485,195


NOTE 5 - LOAN PAYABLE TO AFFILIATE

The  loan  payable  represents funds advanced  to  the  Roseville  Joint
Venture  from  Capital  Builders Development Properties  II,  a  related
partnership  which  has  the  same  General  Partner.   The  loan  bears
interest,  which  is  paid  monthly,  at  approximately  the  same  rate
charged  to  it  by a bank for similar borrowing, which  was  8.24%  and
10.5%  September  30,  1996  and 1995, respectively.   Interest  expense
incurred  on  the  loan  was  $81,457 and  $84,854  in  1996  and  1995,
respectively.   The  loan  is  unsecured  and  is  due  and  payable  on
demand.

NOTE 6 - NOTES PAYABLE

Notes payable consists of the following:

                                             September 30,   December 31,
                                                 1996            1995
Plaza   De  Oro's  construction   loan   of                        
$3,300,000 with interest at prime plus  2%,                        
which was modified effective April 1,  1992                        
as  a new mini-permanent loan of $3,440,000                        
due April 1, 1997.  The note bears interest                        
at  bank commercial lending rate (7.75%  at                        
September 30, 1996) plus 2.5% with a  floor                        
of  8.5% and a ceiling of 10.75%.  The note                        
provides  for  additional  cash  draws   as                        
additional  lease-up  of  the  project   is                        
obtained  and  certain expense  ratios  are                        
maintained.  The note is collateralized  by                        
a   first  deed  of  trust  on  the   land,                        
buildings   and   improvements;   and    is                        
guaranteed by the General Partner.            $3,349,063      $3,371,227
                                                                   
Capital    Professional   Center's    mini-                        
permanent loan of $3,400,000 with  interest                        
at the bank's prime rate (8.75% at December                        
31,  1995) plus 1.5% was refinanced with  a                        
$3,500,000  mini-permanent  fixed  interest                        
rate loan on December 29, 1995.  The loan's                        
fixed interest rate is 8.24% and requires a                        
monthly  principal and interest payment  of                        
$27,541,  which is sufficient  to  amortize                        
the  loan over 25 years.  The loan  is  due                        
January    1,    2001.    The    note    is                        
collatoralized by a first deed of trust  on                        
the land, buildings and improvements.         $3,467,037      $3,500,000

Total notes payable                           $6,816,100      $6,871,227

NOTE 7 - RENTAL LEASES

The  Partnership leases its properties under long-term non-cancelable
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:
               1996               $ 1,198,421
               1997                 1,038,680
               1998                   839,140
               1999                   489,508
               2000                   245,500
               2001 and thereafter    327,015

                           Total                           $4,138,264

NOTE 8 - FAIR VALUE OF FINANCIAL INSTRUMENTS

the following methods and assumptions were used by the Partnership in
estimating its fair value disclosures for financial instruments.

     Cash,  Accounts  receivable, net, Accounts payable  and  accrued
     liabilities
     The Carrying amount approximates fair value because of the short
     maturity of these instruments.
     
     Note payable
     The  fair  value of the Partnership's note 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
as of September 30, 1996 are as follows:

                                     Carrying      Estimated
                                      Amount       Fair Value

Assets
Cash                                $  10,343      $  10,343
Accounts receivable, net              143,115        143,115

Liabilities
Loan payable to affiliate        $  1,429,883          (A)
Accounts payable & accrued            165,860        165,860
 liabilities
Note payable                        6,816,100      6,816,100

(A   It  is  not  practical to determine the fair value of  the  loan
     payable  to affiliate as the Partnership could not borrow  under
     similar terms or conditions from a third party.

NOTE 9 - 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.


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

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.

The  Partnership's  primary current sources of  cash  are  from  cash
reserves,  property rental income, additional draws on its $3,440,000
mini-permanent  loan and loans from affiliate.  As of  September  30,
1996, $3,400,036 had been drawn on the mini-permanent loan, leaving a
remaining  line of $39,964. The terms of such financing are described
in Note 6 of the Notes to the Consolidated Financial Statements.

It  is  the Partnership's investment goal to utilize existing capital
resources for the continued lease-up (tenant improvements and leasing
commissions)   and   the  further  development  of   its   investment
properties.  The Partnership is expected to incur $73,000 in lease-up
and  improvement costs on the existing building, which will be funded
by cash reserves, property income and affiliate loans.

The Partnership's current financial resources have improved
dramatically from the second quarter of 1996.  Management has been
successful in obtaining a lease for a large office tenant, bringing
Plaza De Oro's occupancy up to 98%.  The increase in rental income
will contribute towards the property meeting its current obligations,
but the need to refinance its existing debt still exists.  The
possibility of adverse change in the Partnership's liquidity will
remain until a lower fixed interest rate loan is obtained.

Results of Operations

The  Partnership's total revenues increased by $11,900 (1.3%) for the
nine  months  ended September 30, 1996, as compared to September  30,
1995,  while  expenses  decreased by $116,013  (7.9%)  for  the  same
respective period. In addition, the minority interest in net loss has
decreased  by  $48,084 in 1996 compared to 1995, all resulting  in  a
decrease  in  net loss of $79,829 (19.2%) for months ended  September
30, 1996, as compared to September 30, 1995.

The  increase  in revenues is due to the additional lease-up  in  the
office building.

Total expenses, including depreciation, decreased by $116,013 for the
nine months ended September 30, 1996, as compared to September 30,
1995, due to the net effect of: a) $11,138 (6%) increase in operating
     ITEM 2    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
               CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

expenses due to an increase in utilities and marketing costs, b)
$10,687 (9.7%) decrease in repairs and maintenance due to large suite
turnover costs incurred at Capital Professional Center during the
third quarter of 1995, c) $6,173 (9.2%) increase in property taxes
due to a tax refund received during the third quarter of 1995, d)
$45,910 (7.6%) decrease in interest due to the reduction of the
interest rate resulting from the refinancing of Capital Professional
Center, e) $6,244 (8.3%) increase in general and administration costs
due  to  an  increase in legal and investor services, and f)  $82,971
(18.9%) decrease in depreciation due to tenant improvement costs that
were  amortized during the first three quarters of 1995,  and  became
fully amortized by the end of 1995.

                     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:                              By:
                                   Michael J. Metzger
                                   President


Date:                              By:
                                   Kenneth L. Buckler
                                   Chief Financial Officer