SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                            FORM 10-Q


 x   Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934 for the quarter ended March 31, 1998.

___  Transition Report pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934 for the transition period from ________________ to
     _______________.

                  Commission File Number 1-12222

                 BEDFORD PROPERTY INVESTORS, INC.
      (Exact name of Registrant as specified in its charter)


MARYLAND                                               68-0306514
(state or other jurisdiction of                  (I.R.S. Employer
incorporation or organization)                Identification No.)


           270 Lafayette Circle, Lafayette, CA  94549
            (Address of principal executive offices)


Registrant's telephone number, including area code  (510)283-8910



Indicate by check mark whether 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 for such shorter period that Registrant was required
to file such reports and (2) has been subject to such filing requirements for
the past 90 days.  Yes  x   No___

Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.


           Class                               Outstanding as of May 12, 1998
Common Stock, $0.02 par value                               22,583,867 

<PAGE>
                 BEDFORD PROPERTY INVESTORS, INC.

                              INDEX



PART I.  FINANCIAL INFORMATION                                        Page

ITEM 1.  FINANCIAL STATEMENTS

Statement                                                             1

Consolidated Balance Sheets as of March 31, 1998
and December 31, 1997                                                 2

Consolidated Statements of Income for the three months ended 
March 31, 1998 and 1997                                               3

Consolidated Statements of Stockholders' Equity for the year ended 
December 31, 1997 and the three months ended March 31, 1998           4

Consolidated Statements of Cash Flows for the three months ended 
March 31, 1998 and 1997                                               5

Notes to Consolidated Financial Statements                            6-10



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS

Management's Discussion and Analysis of Results of Operations 
and Financial Condition                                               10-13


PART II.  OTHER INFORMATION

ITEMS 1 - 6                                                           14

SIGNATURES                                                            15

Exhibit 11                                                            16

Exhibit 27                                                            17

<PAGE>
                 BEDFORD PROPERTY INVESTORS, INC.


PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS



                            STATEMENT

The financial statements included herein have been prepared by the Company,
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission.  The information furnished reflects all adjustments which
are, in the opinion of management, necessary for a fair presentation of results
of operations for the interim periods.  Such adjustments are of a normal
recurring nature.  These financial statements should be read in conjunction with
the notes to financial statements appearing in the annual report to stockholders
for the year ended December 31, 1997.

                               
 <PAGE>
                       BEDFORD PROPERTY INVESTORS, INC. 
                         CONSOLIDATED BALANCE SHEETS
              AS OF MARCH 31, 1998 AND DECEMBER 31, 1997 (Unaudited) 
                (in thousands, except share and per share amounts) 
 
                                      March 31, 1998         December 31, 1997 
Assets: 

Real estate investments: 
  Industrial buildings                      $256,662                  $237,184 
  Office buildings                           179,149                   170,948 
  Properties under development                62,482                    18,227 
  Land held for development                    1,601                     5,712 

                                             499,894                   432,071 
   
  Less accumulated depreciation               10,908                     8,985 

                                             488,986                   423,086 
Cash                                           1,070                     1,361 
Other assets                                  10,501                     9,456 

                                            $500,557                  $433,903 


Liabilities and Stockholders' Equity:

Bank loan payable                             54,785                     8,216 
Mortgage loans payable                        81,062                    60,323 
Accounts payable and 
  accrued expenses                             5,775                     6,026 
Dividend and distributions payable             6,804                     6,804 
Other liabilities                              3,341                     4,611 

    Total liabilities                        151,767                    85,980 
   
Minority interest in 
  consolidated partnership                     1,497                     1,497 

Stockholders' equity:
 Common stock, par value $0.02 per share;
   authorized 50,000,000 shares; issued 
   and outstanding 22,583,867 shares             452                       452 
 Additional paid-in capital                  408,394                   408,209 
 Accumulated losses and distributions in
  excess of net income                       (61,553)                  (62,235)
      Total stockholders' equity             347,293                   346,426 

                                            $500,557                  $433,903 

See accompanying notes to consolidated financial statements.
<PAGE>
                BEDFORD PROPERTY INVESTORS, INC.
               CONSOLIDATED STATEMENTS OF INCOME
 FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited)
       (in thousands, except share and per share amounts)


         

                                                      1998              1997


Property operations:                                                    
   Rental income                                    $15,361           $ 9,056 
   Rental expenses:
        Operating expenses                            2,127             1,463 
        Real estate taxes                             1,299               825 
        Depreciation and amortization                 2,055             1,126 


Income from property operations                       9,880             5,642  

General and administrative expenses                    (835)             (539)
Interest income                                          47               100 
Interest expense                                     (1,606)           (1,523)


Income before minority interest                       7,486             3,680 
        
Minority interest                                       (29)              (25) 


Net income                                          $ 7,457           $ 3,655 


Net income applicable to
 common stockholders                                $ 7,457           $ 2,530 


Basic earnings per share                            $  0.33           $  0.28 


Weighted average number of shares                22,583,867         8,939,693  


Earnings per common share - assuming                   
   dilution                                         $  0.33           $  0.27  
            

Weighted average number of
   shares - assuming dilution                    22,956,590        13,418,959 


See accompanying notes to consolidated financial statements.








                BEDFORD PROPERTY INVESTORS, INC. 
        CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY 
            FOR THE YEAR ENDED DECEMBER 31, 1997 AND
             THE THREE MONTHS ENDED MARCH 31, 1998 
      (in thousands, except share and per share amounts) 
<TABLE>
<S>                                <C>           <C>               <C>                <C>
                                                                                               Total
                                                                      Accumulated             common
                                                                       losses and          stock and
                                                  Additional        distributions       other stock-
                                    Common           paid-in         in excess of           holders'
                                     stock           capital           net income             equity


Balance, December 31, 1996           $ 131          $147,622            $(73,997)            $73,756 

Issuance of common stock               321           265,622                -                265,943 

Costs of issuance of common stock        -            (4,990)               -                 (4,990)

Redemption of partnership units          -               (45)               -                    (45)

Net income                               -                 -              31,291              31,291 

Dividends to common stockholders
 ($1.13 per share)                       -                 -             (16,029)            (16,029)

Dividends to preferred stockholders      -                 -              (3,500)             (3,500)


Balance, December 31, 1997           $ 452          $408,209            $(62,235)           $346,426 

Issuance of common stock                 -               185                -                    185 

Net income                               -                 -               7,457               7,457 

Dividends to common stockholders
 ($0.30 Per share)                       -                 -              (6,775)             (6,775)

Balance, March 31, 1998              $ 452          $408,394            $(61,553)           $347,293 
</TABLE>
 
See accompanying notes to consolidated financial statements. 
                                 





<PAGE>
                                
                                
                BEDFORD PROPERTY INVESTORS, INC.
             CONSOLIDATED STATEMENTS OF CASH FLOWS
 FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited)
                         (in thousands)
                                

                                                       1998               1997 


Operating Activities:
  Net income                                        $ 7,457            $ 3,655 
                                                            
  Adjustments to reconcile net income to net cash 
     provided by operating activities:
    Minority Interest                                    29                 25 
    Depreciation and amortization                     2,358              1,340 
    Change in other assets                           (1,626)              (884)
    Change in accounts payable and
      accrued expenses                                  399               (563)
    Change in other liabilities                      (1,270)              (319)

Net cash provided by operating activities             7,347              3,254 


Investing Activities:
  Investments in real estate                        (68,474)           (33,550)

Net cash used by investing activities               (68,474)           (33,550)

Financing Activities:
  Proceeds from bank loan                            63,494             12,014 
  Proceeds from mortgage loan                        21,110               - 
  Repayments of bank loan                           (16,989)           (54,909)
  Repayments of mortgage loans                         (161)               (93)
  Proceeds from issuance of common stock                185             75,980 
  Redemption of partnership units                      -                  (257)
  Payment of dividends and distributions             (6,803)            (2,822)

Net cash provided by financing activities            60,836             29,913 

Net decrease in cash                                   (291)              (383)
Cash at beginning of period                           1,361              1,328 

Cash at end of period                               $ 1,070            $   945 

Supplemental disclosure of cash flow information:
a)  Non cash investing and financing activities:
      Debt incurred with real estate acquired          -               $    58 

b)  Cash paid during the period for interest, 
      net of amounts capitalized                    $ 1,109            $ 1,817 

See accompanying notes to consolidated financial statements.
                                
                                
                                
                                
                                
                BEDFORD PROPERTY INVESTORS, INC.
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                
                                
Note 1.  The Company and Basis of Presentation

The Company

Bedford Property Investors Inc. (the Company) is a Maryland real estate
investment trust with investments primarily in industrial and suburban office
properties concentrated in the Western United States.  The Company's Common
Stock trades under the symbol "BED" on both the New York Stock Exchange and the
Pacific Exchange.  

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-Q and, therefore, do not include all
information and footnotes necessary for a fair presentation of financial
condition, results of operations, and cash flows in conformity with generally
accepted accounting principles.  The unaudited interim financial statements
reflect all adjustments which are, in the opinion of management, necessary to
a fair statement of the results for the interim periods presented.  All such
adjustments are of a normal, recurring nature. 

Per Share Data

Per share data are based on the weighted average number of common and common
equivalent shares outstanding during the year.  Stock options issued under the
Company's stock option plans are included in the calculation of per share data 
if, upon exercise, they would have a dilutive effect.  The diluted earnings per
share calculation assumes conversion of the limited partnership units of Bedford
Realty Partners, L.P., if such conversions would have dilutive effects, as of
the beginning of the year. 

Effective December 15, 1997, the Company adopted Statement of Financial
Accounting Standard No. 128, Earnings per share (FAS 128).  Earnings per share
data for previous periods have been restated to conform to FAS 128.
 
Recent Accounting Pronouncements

In June 1997, the FASB issued Financial Accounting Standard No. 130 (SFAS 130),
Reporting Comprehensive Income.  SFAS 130 is effective with the year-end 1998
financial statements; however, the total comprehensive income is required in the
financial statements for interim periods beginning in 1998.  In June 1997, the
FASB issued Financial Accounting Standard No. 131, Disclosure About Segments of
An Enterprise and Related Information.  SFAS 131 is effective with the year-end
1998 financial statements.  In February 1998, the FASB issued Financial
Accounting Standard No. 132, Employers Disclosures About Pensions and Other
Postretirement Benefits.  SFAS 132 is effective with the year-end 1998 financial
statements.  Management believes that the adoption of these statements will not
have a material impact on the Company's financial statements.

Note 2. Real Estate Investments

As of March 31, 1998, the Company's real estate investments were diversified by
property type as follows (dollars in thousands):

                                     Number of                        Percent
                                    Properties          Cost         of Total


Industrial Buildings                     55           $256,662           51 
Office Buildings                         22            179,149           36 
Properties Under Development             12             62,482           12 
Land Held for Development                 2              1,601            1 


Total                                    91           $499,894          100%


<PAGE>
Note 2 - Real Estate Investments 
 
The following table sets forth the Company's real estate investments as of March
31, 1998 (in thousands): 
<TABLE>
<S>                                   <C>         <C>          <C>              <C>
                                                                        Less 
                                                                 Accumulated
                                           Land    Building     Depreciation        Total

INDUSTRIAL PROPERTIES
Northern California                     $46,540    $100,413           $3,921     $143,032
Southern California                      14,463      32,478            1,606       45,335
Denver, Colorado                          1,911       3,305              177        5,039
Arizona                                   8,025      18,992              354       26,663
Greater Portland Area                     2,652       8,377              535       10,494
Greater Kansas City Area                  3,398      13,346              747       15,997
Dallas, Texas                             1,105       1,657                9        2,753


Total Industrial                         78,094     178,568            7,349      249,313


SUBURBAN OFFICE PROPERTIES
Northern California                       4,313      13,191              354       17,150
Southern California                       7,312      18,076              467       24,921
Salt Lake City                              359       6,558              811        6,106
Greater Kansas City Area                  3,330       5,390              232        8,488
Greater Seattle Area                     15,116      30,225              638       44,703
Reno, Nevada                              2,102      10,475              215       12,362
Austin, Texas                             2,766       7,088              131        9,723
Arizona                                  11,895      25,844              398       37,341
Denver, Colorado                          1,860      13,249              123       14,986


Total Suburban Office                    49,053     130,096            3,369      175,780


PROPERTIES UNDER DEVELOPMENT
Northern California                       3,079       5,536               58        8,557
Southern California                         360        -                -             360
Arizona                                   3,204                        3,534           85        6,653
Greater Kansas City Area                    518       3,064               47        3,535
Greater Seattle Area                       -         41,537             -          41,537
Denver, Colorado                          1,645           5             -           1,650


Total Properties Under Development        8,806      53,676              190       62,292


LAND HELD FOR DEVELOPMENT
Northern California                         980        -                -             980
Southern California                         621        -                -             621


Total Land Held for Development           1,601        -                -           1,601


Total                                   137,554     362,340           10,908      488,986
</TABLE>

The Company internally manages all but 7 of its properties from its regional
offices in Lafayette, CA;  Tustin, CA; Phoenix, AZ; Lenexa, KS; Denver, CO;
Dallas, TX; and Seattle, WA.  For the 7 properties located in markets not served
by a regional office, the Company has subcontracted on-site management to local
firms.  All financial record-keeping is centralized at the Company's corporate
office in Lafayette, CA.  Effective May 1, 1998 the regional office in Dallas,
TX was closed and on-site management for one additional property has been
subcontracted to a local firm.<PAGE>
Note 3.  Consolidated Partnership

In December 1996 the Company formed Bedford Realty Partners, L.P. (the
"Operating Partnership"), with the Company as the sole general partner, for the
purpose of acquiring real estate.  In exchange for contributing a property into
the Operating Partnership, the owners of the property received limited
partnership units ("OP Units").  A limited partner can seek redemption of the
OP Units at any time after 90 days.  The Company, at its option, may redeem the
OP Units by either (i) issuing common stock at the rate of one share of common
stock for each OP Unit, or (ii) paying cash to a limited partner based on the
average trading price of the Company's common stock.  Each OP Unit is allocated
partnership income and cash flow at a rate equal to the dividend being paid by
the Company on a share of common stock.  Additional partnership income and cash
flow is allocated 99% to the Company and 1% to the limited partners.

This acquisition strategy is referred to as a "Down REIT" transaction; as long
as certain tax attributes are maintained, the income tax consequences to a
limited partner are generally deferred until such time as the limited partner
redeems their OP Units.

On December 17, 1996, the Company acquired a $3.6 million industrial property
located in Modesto, California utilizing the Operating Partnership.  A director
of the Company was a 9% owner of the property and received 8,991 OP units in
connection with the Down REIT transaction.  This director did not participate
in the approval of the acquisition.  The sellers of the property received
108,495 OP Units.  In March 1997, the Company redeemed 13,446 OP units 
for cash.

Note 4.  Stock Options

In September 1995, the Company established a Management Stock Acquisition
program.  Under the program, options exercised by key members of management
within thirty days of the grant date may be exercised either in cash or with a
note payable to the Company.  Such note bears interest at 7.5% or the Applicable
Federal Rate as defined by the Internal Revenue Service, whichever is higher. 
The note is due in five years or within ninety days from termination of
employment, with interest payable quarterly.  During 1996 and 1995, options for
155,000 shares of Common Stock were exercised in exchange for notes payable to
the Company.  The notes bear interest at 7.5%.  The unpaid balance of the notes
is $1,063,000 and is included in the accompanying consolidated balance sheet as
a reduction of additional paid-in capital.

Note 5.  Debt

Bank Loan Payable

In June 1997, the Company expanded its secured revolving credit facility with
Bank of America from $100 million to $150 million, maturing on June 1, 2000. 
In September 1997, the credit facility was further expanded to $175 million. 
Under this facility, the Company can borrow up to $25 million on an unsecured
basis.  The secured loans bear interest at a floating rate equal to either the
lender's published "reference rate" or LIBOR plus 1.5%.  The interest rate of
the unsecured loans is 25 basis points higher than that of the secured loans. 
The credit facility is secured by mortgages on 32 properties (which properties
collectively accounted for approximately 39 % of the Company's Annualized Base
Rent and approximately 34% of the Company's total assets as of March 31, 1998),
together with the rental proceeds from such properties.  The credit facility
contains various restrictive covenants including, among other things, a covenant
limiting quarterly dividends to 95% of average Funds From Operations for the
immediately preceding two fiscal quarters.

The Company is in the process of renegotiating its secured line of credit, to
reflect lower interest rates, to increase the unsecured subline and to increase
advanced rates based on loan to value ratios.

The daily weighted average amount owing to the bank was $18,226,000 and
$24,751,000 for the three months ended March 31, 1998 and 1997, respectively. 
The weighted average interest rates in each of these periods was 7.62%.  The
effective interest rate at March 31, 1998 was 7.40%.


Mortgage Loans Payable

Mortgage loans payable at March 31, 1998 consist of the following (in
thousands):

   Floating rate note due December 15, 1999
     current rate of 8.75%                       $  1,817
   7.5% note due January 1, 2002                   24,584
   7.02% note due March 15, 2003                   25,000
   8.9% note due July 31, 2006                      8,787
   6.91% note due July 31, 2006                    20,874
                                                 $ 81,062

The mortgage loans are collaterized by 21 properties (which Properties
collectively accounted for approximately 31% of the Company's Annualized
Base Rent and approximately 24% of the Company's total assets as of 
March 31, 1998).  

The following table presents scheduled principal payments on mortgage loans as
of March 31, 1998 (in thousands):

   Twelve months period ending March 31, 1999     $ 3,060
   Twelve months period ending March 31, 2000       1,353
   Twelve months period ending March 31, 2001       1,442
   Twelve months period ending March 31, 2002      24,402
   Twelve months period ending March 31, 2003      23,946
        Thereafter                                 26,859
                                                  $81,062
 
ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION

When used in the following discussion, the words "believes," "expects,"
"intends," "anticipates" and similar expressions are intended to identify
forward-looking statements.  Such statements are subject to certain risks and
uncertainties which could cause actual results to differ materially from those
projected, including, but not limited to, those set forth in the section
entitled "Potential Factors Affecting Future Operating Results," below.  Readers
are cautioned not to place undue reliance on these forward-looking statements
which speak only as of the date hereof.  The Company undertakes no obligation
to publicly release the result of any revisions to these forward-looking
statements which may be made to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.

Results of Operations

The Company's operations consist of owning and operating industrial and suburban
office properties located primarily in the Western United States.

<PAGE>
Increases in revenues, expenses, net income in the three months ended March 31,
1998 when compared with the same period in 1997 were due primarily to the
acquisition, development and sale of operating properties as follows:


                                            Number of           Square
                                      Operating Properties       Feet  

   Acquisitions
        Industrial                              14            1,054,000
        Office                                  14            1,135,000

                                                28            2,189,000


   Development
        Industrial                               1               65,000

   Sales
        Office                                   2              213,000
        Retail                                   1               84,000
        
                                                 3              297,000


Three Months Ended March 31, 1998 Compared with Three Months Ended March 31,
1997

Income from Property Operations
Income from property operations (defined as rental income less rental expenses)
increased $4,238,000 or 75% in 1998 compared with 1997.  This is due to an
increase in rental income of $6,305,000 partially offset by an increase in
rental expenses (which include operating expenses, real estate taxes and
depreciation and amortization) of $2,067,000.

This increase in rental income and expenses is primarily attributable to the
acquisition of real estate investments.  This acquisition activity increased
rental income and rental expenses by $7,114,000 and $2,404,000, respectively. 
This was partially offset by the sale of two office properties in July 1997 and
one retail property in October 1997 which generated a reduction in rental income
and rental expenses of $1,252,000 and $558,000 respectively.

Expenses
Interest expense, which includes amortization of loan fees, increased $83,000
or 5% in 1998 compared with 1997.  The increase is attributable to the Company's
higher level of borrowings to finance the acquisition of properties in 1998, and
higher financing costs incurred in connection with the credit facility and
mortgage loans.  The amortization of loan fees was $253,000 and $183,000 in the
first  quarter of 1998 and 1997, respectively.  General and administrative
expenses increased $296,000 or 55% in 1998 compared with 1997, primarily the
result of the Company's growth in assets.

Liquidity and Capital Resources

The Company completed the sale of 4,600,000 shares of common stock at $17 3/8
per share in February 1997 and 7,245,000 shares of common stock at $19 5/8 per
share in November 1997.  Net cash proceeds from these offerings were used to pay
off the outstanding borrowings under the Company's credit facility.  The
facility was amended and expanded to $150 million in June 1997.  It was further
expanded to $175 million in September 1997.  Under this facility, the Company
can borrow up to $25 million on an unsecured basis.  The secured loans bear
interest at a rate of LIBOR plus 1.50% and the unsecured loans bear interest at
LIBOR plus 1.75%.  The facility matures on July 1, 2000.  The Company is in the
process of renegotiating its secured line of credit, to reflect lower interest
rates, to increase the unsecured subline and to increase advanced rates based
on loan to value ratios.  At April 30, 1998, the Company was in compliance with
the covenants and requirements of its revolving credit facility which has an
outstanding balance of $62,860,000. 


The Company anticipates that the cash flow generated by its real estate
investments and funds available under the above credit facility will be
sufficient to meet its short-term liquidity requirements.

During the three months ended March 31, 1998, the Company's operating activities
provided cash flow of $7,347,000.  Investing activities utilized cash of
$68,474,000 for real estate acquisitions.  Financing activities provided net
cash flow of  $60,836,000 consisting of the proceeds from bank borrowings and
mortgage loans of $84,604,000 and net proceeds from the issuance of common stock
of $185,000 offset by repayment of bank borrowings and mortgage loans of
$17,150,000 and payment of dividends of $6,803,000.

The Company expects to fund the cost of acquisitions, capital expenditures,
costs associated with lease renewals and reletting of space, repayment of
indebtedness, and development of properties from (i) cash flow from operations,
(ii) borrowings under the credit facility and, if available, other indebtedness
(which may include indebtedness assumed in acquisitions), (iii) the sale of real
estate investments, and (iv) the sale of equity securities and, possibly, the
issuance of equity securities in connection with acquisitions.

The ability to obtain mortgage loans on income producing property is dependent
upon the ability to attract and retain tenants and the economics of the various
markets in which the properties are located, as well as the willingness of
mortgage-lending institutions to make loans secured by real property.  The
ability to sell real estate investments is partially dependent upon the ability
of purchasers to obtain financing at commercially reasonable rates.

Potential Factors Affecting Future Operating Results

At the present time, borrowings under the Company's credit facility bear
interest at a floating rate.  The Company anticipates that its results from
operations may be impacted negatively by future increases in interest rates and
substantial additional borrowings to finance additional property acquisitions.

While the Company has historically been successful in renewing and reletting
space, the Company will be subject to the risk that certain leases expiring in
1998 may not be renewed or the terms of renewal may be less favorable to the
Company than current lease terms.  The Company expects to incur costs in making
improvements or repairs to its portfolio of properties required by new or
renewing tenants and expects to incur expenses associated with brokerage
commissions payable in connection with the reletting of space.  

Many other factors affect the Company's actual financial performance and may
cause the Company's future results to be markedly outside of the Company's
current expectations.

Inflation

Most of the leases require the tenants to pay their share of operating expenses,
including common area maintenance, real estate taxes and insurance, thereby
reducing the Company's exposure to increases in costs and operating expenses
resulting from inflation.  Inflation, however, could result in an increase in
the Company's borrowing costs.

Dividends

Common stock dividends declared for the first  quarter of 1998 were $0.30 per
share.  Distributions declared for the first quarter of 1998 were $0.30 per OP
Unit.  Consistent with the Company's policy, dividends and distributions were
paid in the quarter after they were declared. 

Government Regulations

The Company's properties are subject to various federal, state and local
regulatory requirements such as local building codes and other similar
regulations.  The Company believes its properties are currently in 
substantial compliance with all applicable regulatory requirements, although 
expenditures at its properties may be required to comply with changes in 
these laws.  No material expenditures are contemplated at this time in order 
to comply with any such laws or regulations.

Under various federal, state and local laws, ordinances and regulations, an
owner or operator of real estate is liable for  the costs of removal or
remediation of certain hazardous or toxic substances released on, above, under,
or in such property.  Such laws often impose such liability without regard to
whether the owner knew of, or was responsible for, the presence of such
hazardous or toxic substances.  The costs of such removal or remediation could
be substantial. 

Additionally, the presence of such substances or the failure to properly
remediate such substances may adversely affect the owner's ability to borrow
using such real estate as collateral.

The Company believes that it is in compliance in all material respects with all
federal, state and local laws regarding hazardous or toxic substances, and the
Company has not been notified by any governmental authority of any non-
compliance or other claim in connection with any of its present or former
properties.  The Company does not anticipate that compliance with federal, state
and local environmental protection regulations will have any material adverse
impact on the financial position, results of operations or liquidity of the
Company.

Financial Condition

Management considers Funds From Operations (FFO) to be one measure of the
performance of an equity REIT.  FFO during the three months ended March 31, 1998
and 1997 amounted to $9,541,000 and $4,806,000, respectively.  Funds From
Operations is used by financial analysts in evaluating REITs and can be one
measure of a REIT's ability to make cash distributions.  Presentation of this
information provides the reader with an additional measure to compare the
performance of REITs.  Funds From Operations generally is defined by the
National Association of Real Estate Investment Trusts as net income (computed
in accordance with generally accepted accounting principles), excluding gains
from debt restructurings and sales of property, plus depreciation and
amortization, and after adjustments for unconsolidated partnerships and joint
ventures.  Funds From Operations was computed by the Company in accordance with
this definition.  The Company's computation of Funds From Operations may,
however, differ from the methodology for calculating Funds From Operations
utilized by other equity REIT's and, therefore, may not be comparable to such
other REIT's.  Funds From Operations does not represent cash generated by
operating activities in accordance with generally accepted accounting
principles; it is not necessarily indicative of cash available to fund cash
needs and should not be considered as an alternative to net income as an
indicator of the Company's operating performance or as an alternative to cash
flow as a measure of liquidity. 

                                          Three Months           Three Months
                                             Ended                   Ended 
                                         March 31, 1998         March 31, 1997

Funds From Operations (in thousands):

   Net Income                                $ 7,457                $ 3,655

   Add Back:
        Depreciation and Amortization          2,055                  1,126
        Minority Interest                         29                     25

   Funds From Operations                     $ 9,541                $ 4,806

<PAGE>
PART II.  OTHER INFORMATION

Item 1.  LEGAL PROCEEDINGS

   None


Item 2.  CHANGES IN SECURITIES

   None

Item 3.  DEFAULTS UPON SENIOR SECURITIES

   None

Item 4.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

   None

Item 5.  OTHER INFORMATION

   None

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

A. Exhibits

   Exhibit No.         Exhibit

     3.1        Charter of the Company, as amended, is incorporated herein by
                reference to Exhibit 3.1 to the Registrant's Quarterly Report
                on Form 10-Q for the quarter ended June 30, 1997.

     3.2        Amended and Restated Bylaws of the Company are incorporated
                herein by reference to Exhibit 3.2 to the Company's Quarterly
                Report on Form 10-Q for the quarter ended September 30, 1995.

     11*        Statement of Computation of Earnings Per Share.

     27*        Financial Data Schedule

* Filed herewith

B.   Reports on Form 8-K

     None










SIGNATURES

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

Dated: May 12, 1998


     BEDFORD PROPERTY INVESTORS, INC.
                (Registrant)

   By:  /s/ SCOTT R. WHITNEY
        Scott R. Whitney
        Senior Vice President and
        Chief Financial Officer


   By:  /s/  HANH KIHARA
        Hanh Kihara
        Vice President and Controller
        (Principal Accounting Officer)
<PAGE>
                                       Exhibit 11
                                
                             Bedford Property Investors, Inc.
                    Statement of Computation of Earnings per Share
                    (in thousands, except share and share amounts)
<TABLE>
<S>                                                  <C>                    <C>
                                
                                                      Three Months Ended March 31,

                                                          1998                   1997
Basic:
   Net income                                         $     7,457            $     3,655
   Less:Dividends on the Series A Convertible
          Preferred Stock                                    -                     1,125
        Distributions to Operating 
          Partnership Unit Holders                           -                      -      
  
   Net income applicable to common stockholders             7,457                  2,530
 
   Weighted average number of shares                   22,583,867              8,939,693
   
   Basic earnings per share                           $      0.33            $      0.28

Diluted:
   Net income                                         $     7,457            $     3,655
   Add: Minority interest                                      29                     25

   Net income for diluted earnings per share                7,486                  3,680

   Weighted average number of shares (from above)      22,583,867              8,939,693
   Weighted average shares issuable upon
     conversion of the Series A Convertible
     Preferred Stock                                         -                 4,166,667
   Weighted average shares of dilutive stock 
     options using average period stock price 
     under the treasury stock method                      277,674                205,299
   Weighted average shares issuable upon the 
    conversion of operating partnership units              95,049                107,300
   Weighted average number of common shares - 
        assuming dilution                              22,956,590             13,418,959

   Earnings per share - assuming dilution             $      0.33            $      0.27
</TABLE>