GRANITE DEVELOPMENT PARTNERS LP
10-Q, 1996-12-12
LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES)
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                        SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C.  20549
                            - - - - - - - - - - - - -
                                    FORM 10-Q


(Mark One)
X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
     SECURITIES EXCHANGE ACT OF 1934


     For the quarterly period ended  October 31, 1996
                                     

OR


     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 033-80104


GRANITE DEVELOPMENT PARTNERS, L.P.
- -----------------------------------------------------
(Exact name of registrant as specified in its charter)


          Delaware                      34-1754061   
- ----------------------------       ------------------
(State or other jurisdiction       (I. R. S. Employer
of incorporation or organization)  Identification No)


10800 Brookpark Road      Cleveland, Ohio              44130     
- -----------------------------------------             ---------
(Address of principal executive offices)              (Zip Code) 

Registrant's telephone number, including area code  216-267-1200 
                                                    ------------ 
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 and Exchange Act of 1934 during the preceding 12 months
(or for 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    


PART I.  FINANCIAL INFORMATION
<TABLE>

               GRANITE DEVELOPMENT PARTNERS, L.P.
                (A Delaware Limited Partnership)
                         BALANCE SHEETS
<CAPTION>

                                   October 31,    January 31,
                                       1996           1996   
                                   -----------    -----------
                                   (Unaudited)
<S>                                <C>            <C>
ASSETS

LAND                               $ 5,458,392    $11,567,790
LAND IMPROVEMENTS                    1,763,686        711,034
                                   -----------     ----------
                                     7,222,078     12,278,824

RESTRICTED CASH EQUIVALENTS          4,286,976      1,308,453

MORTGAGE NOTES RECEIVABLE            5,901,253      4,413,089

INVESTMENTS IN AND ADVANCES TO
  JOINT VENTURES                    24,272,402     22,686,561

OTHER ASSETS
  Mortgage procurement costs, net of
    accumulated amortization of
    $1,331,950 at October 31, 1996 and
    $973,515 at January 31, 1996       940,751      1,282,186

  Organization costs, net of
    accumulated amortization of
    $408,809 at October 31, 1996 and
    $287,034 at January 31, 1996       339,308        461,083

  Cash                                  65,423      3,635,578

  Interest receivable                5,546,055      3,701,612

  Administration fee receivable         85,000              -
                                   -----------    -----------
                                     6,976,537      9,080,459
                                   -----------    -----------
                                   $48,659,246    $49,767,386
                                   ===========    ===========


LIABILITIES, WARRANTS,
PARTNERS' SPECIAL UNITS
& PARTNERS' DEFICIT


SENIOR NOTES PAYABLE               $36,000,000    $36,000,000
MORTGAGE NOTES PAYABLE               1,090,765      5,110,025
LOAN PAYABLE - SUNRISE                 921,768        731,768
OTHER LIABILITIES
     Accounts payable                  312,859        133,935
     Accrued fees, partners          1,018,793        173,220
     Accrued interest                1,931,394        971,116
     Accrued real estate taxes         153,704        281,885
     Deposits                        2,545,998      1,618,514
     Deferred income                 4,705,743      3,368,908
                                   -----------    -----------
                                    10,668,491      6,547,578

WARRANTS  (TEMPORARY)                1,000,080      1,000,080

PARTNERS' EQUITY (DEFICIT)

     Partners' special units         9,000,000      9,000,000
     Partners' deficit             (10,021,858)    (8,622,065)
                                   -----------     ----------
                                    (1,021,858)       377,935
                                   -----------     ----------
                                   $48,659,246    $49,767,386
                                   ===========    ===========
<FN>
See notes to financial statements.
</FN>
</TABLE>

<TABLE>
                       GRANITE DEVELOPMENT PARTNERS, L.P.
                        (A Delaware Limited Partnership)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
<CAPTION>

                         Three Months Ended             Nine Months Ended
                            October 31,                   October 31,        
                    --------------------------   ---------------------------
                        1996           1995           1996           1995    
                    -----------    -----------   ------------    -----------
<S>                 <C>            <C>            <C>            <C>            
REVENUES
  Sales of developed
    property        $ 8,681,058    $   115,200    $ 8,748,058    $   115,200
  Cost of sales      (6,134,269)      (115,270)    (6,181,971)      (136,286)
                    -----------    -----------    -----------    ----------- 
                      2,546,789            (70)     2,566,087        (21,086)

  Interest              188,443        213,079        674,743        522,989
  Commission             62,836         50,424        138,972         89,158
  Other                  17,541         76,126         75,605         76,126
                    -----------    -----------    -----------    ----------- 
                      2,815,609        339,559      3,455,407        667,187
                    -----------    -----------    -----------    ----------- 
EXPENSES
  Interest            1,051,425      1,144,508      3,300,831      3,242,684
  Fees, partners        499,648        339,966      1,018,793        817,159
  Real estate taxes      84,546         50,924        225,580        379,195
  Operating and
    other               191,574         13,770        315,614        318,072
  Amortization          167,773        156,066        480,210        457,506
                    -----------    -----------    -----------    -----------
                      1,994,966      1,705,234      5,341,028      5,214,616
                    -----------    -----------    -----------    -----------
                        820,643     (1,365,675)    (1,885,621)    (4,547,429)

Income from
   joint ventures       123,786        518,258        485,828        417,502
                    -----------    -----------    -----------    ----------- 
NET INCOME (LOSS)   $   944,429    $  (847,417)   $(1,399,793)   $(4,129,927)
                    ===========    ===========    ===========    ===========
<FN>
See notes to financial statements.
</FN>
</TABLE>

<TABLE>
               GRANITE DEVELOPMENT PARTNERS, L.P.
                (A Delaware Limited Partnership)
           STATEMENTS OF CHANGES IN PARTNERS' DEFICIT
<CAPTION>

                              Sunrise    FC-Granite,
                              Land Co.      Inc.         Total   
                              --------  ------------  ------------
<S>                           <C>       <C>           <C>
Balance at November 15, 1993  $      -  $          -  $          -
  (inception)

Initial capital contribution       100           300           400

Capital contribution                 -     1,000,000     1,000,000

Reduction of partners' equity
  related to contribution
  of land                            -    (3,137,082)   (3,137,082)

Reduction of partners' equity
  related to purchase of land
  from Sunrise                       -    (1,350,227)   (1,350,227)

Net loss                             -      (863,561)     (863,561)
                              --------    ----------    ----------              
Balance at January 31, 1994        100    (4,350,570)   (4,350,470)

Distribution of interest on
  special units                      -      (963,870)     (963,870)
                          
Net loss                       (35,352)   (3,499,845)   (3,535,197)
                              --------    ----------    ----------  
Balance at January 31, 1995    (35,252)   (8,814,285)   (8,849,537)

Net income                       2,275       225,197       227,472
                              --------    ----------    ----------  
Balance at January 31, 1996    (32,977)   (8,589,088)   (8,622,065)

Net loss for the nine months
  ended October 31, 1996              
  (unaudited)                  (13,998)   (1,385,795)   (1,399,793)
                              --------  ------------  ------------              
Balance at October 31, 1996
  (unaudited)                 $(46,975) $ (9,974,883) $(10,021,858)
                              ========  ============  ============
<FN>
See notes to financial statements.
</FN>
</TABLE>

<TABLE>
                       GRANITE DEVELOPMENT PARTNERS, L.P.
                        (A Delaware Limited Partnership)
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<CAPTION>
                                                         Nine Months Ended
                                                            October 31,       
                                                  ---------------------------- 
                                                     1996             1995    
                                                  -----------    -------------  
<S>                                               <C>            <C>
Cash Flow from Operating Activities:        
  Net loss                                        $(1,399,793)   $  (4,129,927)
  Adjustment to reconcile net loss to net cash
    provided by operating activities:
   Amortization                                       480,210          457,506
   Income from joint ventures                        (485,828)        (417,502)
  Changes in operating assets and liabilities:
   Decrease (increase) in land and
     land improvements                              5,056,746       (1,264,089)
   (Increase) decrease in restricted
     cash equivalents                              (2,978,523)       3,104,801 
   (Increase) decrease in mortgage 
     notes receivable                              (1,488,164)       1,276,887
   Increase in interest receivable                 (1,844,443)      (1,656,837)
   Increase in development fee receivable                   -         (310,169)
   Increase in commission receivable                        -          (76,126)
   Increase in administrative fee receivable          (85,000)         (56,250)
   Increase in organization costs                           -          (50,586)
   Increase (decrease) in accounts payable            178,924          (57,702)
   Increase in accrued fees, partner                  845,573          817,159
   Increase in accrued interest                       960,278          706,917 
   (Decrease) increase in accrued
     real estate taxes                               (128,181)         295,659
   Increase in deposits                               927,484          241,000
   Increase in deferred income                      1,336,835        1,553,465
                                                  -----------    -------------
   Net cash provided by operating activities        1,376,118          434,206
                                                  -----------    -------------
Cash Flow from Investing Activities:
  Investments in and advances to affiliates        (1,100,013)      (5,121,268)
                                                  -----------    -------------
     Net cash used in investing activities         (1,100,013)      (5,121,268)
                                                  -----------    -------------
Cash Flow from Financing Activities:
  Proceeds from loan payable - Sunrise                190,000                -
  Proceeds from mortgage notes payable                326,170        4,480,000
  Third party assumption of mortgage note payable  (4,000,000)               -
  Repayment of mortgage notes payable                (345,430)        (225,430)
  Increase in mortgage procurement cost               (17,000)         (35,702)
                                                  -----------    -------------
     Net cash (used in) provided by
       financing activities                        (3,846,260)       4,218,868
                                                  -----------    -------------
Decrease in cash                                   (3,570,155)        (468,194)
Cash at beginning of the period                     3,635,578          552,074
                                                  -----------    ------------- 
Cash at end of the period                         $    65,423    $      83,880
                                                  ===========    =============
Supplemental Disclosure of Cash Flow Information        
     Cash paid during the period for:
          Interest                                $ 2,340,553    $   2,535,767
          Real estate taxes                       $   353,761    $     111,902
<FN>
See notes to financial statements.
</FN>
</TABLE>

               GRANITE DEVELOPMENT PARTNERS, L.P.
                (A Delaware Limited Partnership)
          NOTES TO THE FINANCIAL STATEMENTS (Unaudited)

NOTE A - FINANCIAL STATEMENT DISCLOSURES

Certain information and footnote disclosures, which are normally
included in financial statements prepared in accordance with
generally accepted accounting principles, have been condensed or
omitted.  It is suggested that these financial statements be read
in conjunction with the financial statements and notes thereto
included in the Partnership's January 31, 1996 Form 10-K Annual
Report.

NOTE B - PARTNERS' SPECIAL UNITS

Until the senior notes payable are paid in full, $9,000,000 of the
partners' special units bear interest at 10.83% and will be paid
pari-passu with interest on the Senior Notes.

Interest earned on the partners' special units amounted to $731,025
for the nine months ended October 31, 1996 and has not been
distributed.  As of January 31, 1996, $1,183,178 of the interest
earned on the special units remained undistributed. Total interest
earned of $1,914,203 as of October 31, 1996 will be distributed
pari-passu with the interest on the Senior Notes when funds are
available.

NOTE C - MORTGAGE NOTES PAYABLE

The Partnership entered into mortgage notes payable aggregating
$764,595 and $1,110,025 at October 31, 1996 and January 31, 1996,
respectively, to purchase certain properties.  Amounts borrowed of
$597,510 bear interest at a fixed rate of 8% per annum and $167,085
bears interest at two percent (2%) in excess of the prime rate
(8.25% at October 31, 1996).  The notes payable are collateralized
by mortgages on the properties.  Principal and interest are
generally payable one year after the date of the notes payable.

During the period ended October 31, 1996, the Partnership entered
into a construction loan agreement secured by a promissory note in
an amount not to exceed $1,600,000.  The note bears interest at the
prime rate and matures on August 1, 1998.  As of October 31, 1996
the Partnership had borrowed $326,170 against this loan for funding
of the Fairfax Meadows development.

The  Partnership  held  a  mortgage  note  payable aggregating
$4,000,000 at January 31, 1996.  The note was collateralized by a
mortgage on the 194th Street Property.  On October 2, 1996, the
194th Street Property was sold to a third party purchaser.  The 
purchaser assumed the $4,000,000 note payable and there is no
recourse to the Partnership.

NOTE D - TRANSACTIONS WITH AFFILIATES

FC-Granite and Sunrise are reimbursed for all direct costs of
operations of the Partnership's affairs and development activities.

FC-Granite is paid a monthly administration fee as compensation for
its services in administering the business of the partnership which
is equal to one-sixth of 1% of the book value of the partnership
properties, as defined.  Total administration fees accrued for the
nine months ended October 31, 1996 were $290,164.  Outstanding fees
of $67,582 as of January 31, 1996, were paid during the nine month
period ended October 31, 1996.

Pursuant to a management agreement, Sunrise is paid a semi-annual
development fee equal to 4% of gross revenues as compensation for
its services in managing the development of the partnership
properties.  Total development fees accrued for the nine months
ended October 31, 1996 were $388,602.  Outstanding fees of $56,340
as of January 31, 1996, were paid during the nine month period
ended October 31, 1996.

In addition, accrued real estate commissions to FC-Granite were
$340,027 for the nine months ended October 31, 1996.  Outstanding
commissions of $49,298 as of January 31, 1996, were paid during the
nine month period ended October 31, 1996.

Pursuant to the Amended and Restated Silver Canyon Partnership
agreement, the Partnership is to receive a monthly administrative
fee in the amount of $5,000 per month.  Fees earned as of June 30,
1996 totalled $25,000.  Subsequently, the fee has been changed to
$15,000 per month beginning July 1, 1996.  Fees earned as of
October 31, 1996 totalled $85,000.

In addition, the Partnership is to receive a commission equal to 1%
of gross sales, as defined in the Amended and Restated Silver
Canyon Partnership agreement, as compensation for its services in
conducting marketing and sales duties and authorization of sales
contracts.  Commissions of $75,605 were earned during the nine
month period ended October 31, 1996.

The Partnership has advanced $20,543,211 at October 31, 1996 and 
$19,443,198 at January 31, 1996 to its joint ventures.  Total
interest earned on the advances amounted to $1,532,477 and
$1,883,707 for the nine months ended October 31, 1996 and for the
year ended January 31, 1996, respectively.   Interest of $143,911
was recognized as income for the nine months ended October 31,
1996.  For the year ended January 31, 1996, $87,084 was recognized
as income.

During the nine months ended October 31, 1996, Sunrise loaned the
Partnership an additional $190,000 to fund additional development
expenditures.  Total funds advanced of $921,768 bear interest at
10% and will be paid back when excess funds are available.

Included in restricted cash equivalents and deposits at October 31,
1996 and January 31, 1996 is $2,386,999 and $1,102,514,
respectively, which represents sales proceeds invested on behalf of
Eaton Estate Partnership in short-term commercial paper.  The
funds, together with interest earned, will be returned to the Eaton
Estate Partnership as funding of development expenditures is
needed.

NOTE E - INVESTMENTS IN AND ADVANCES TO JOINT VENTURES

The Partnership has a 33 1/3% interest in Silver Canyon Partnership
and a 30% interest in Eaton Estate Partnership.  The Partnership's
investments in Silver Canyon Partnership at October 31, 1996 and
January 31, 1996, were $1,640,977 and $1,301,245, respectively, and
in Eaton Estate Partnership at October 31, 1996 and January 31,
1996, were $2,086,231 and $1,940,135, respectively.

The Partnership has also advanced $20,543,211 at October 31, 1996
and $19,443,198 at January 31, 1996 to the partnerships.  The
balance funded by the Partnership to the Silver Canyon Partnership
as of January 31, 1996 was $19,443,198.  Pursuant to the Amended
and Restated Partnership agreement for the Silver Canyon
Partnership, the Partnership's original obligation to make loans to
Silver Canyon Partnership was capped at the current level of
funding at January 31, 1996.  The agreement also provides that the
Partnership is to provide up to two-thirds of $9,000,000 as
additional loans as funds are required.  Funds advanced to Silver
Canyon Partnership as of January 31, 1996, bear interest at ten
percent (10%) and funds advanced subsequent to January 31, 1996
bear interest at the rate of prime plus 1 3/4% (8.25% at October
31, 1996).  Funds advanced to Eaton Estate Partnership bear 
interest at prime plus three percent (3%).

For the nine months ended October 31, 1996, the Silver Canyon
Partnership generated net income of $1,019,297 primarily
attributable to proceeds from sales of developed property offset by
commissions  and administrative fees.  Of this amount, $339,732 has
been recorded by the Partnership under the equity method.  For the
year ended January 31, 1996, the Silver Canyon Partnership
generated income of $615,625, of which $338,594 has been recorded
by the Partnership under the equity method.

For the nine months ended October 31, 1996, the Eaton Estate
Partnership generated net income of $486,985.  Of this amount,
$146,096 has been recorded by the Partnership under the equity
method.  For the year ended January 31, 1996, the Eaton Estate
Partnership generated income of $1,462,021 primarily from the
proceeds from sales of developed property offset by real estate
taxes, commissions, interest and other miscellaneous expenses, of
which $438,606 has been recorded by the Partnership under the
equity method.

NOTE F - JOINT VENTURE STATEMENT OF OPERATIONS
<TABLE>
Shown below is the statement of operations for the Silver Canyon
Partnership:
<CAPTION>
                                      Nine Months Ended
                                          October 31,      
                                   ------------------------
                                      1996           1995  
                                   ----------     ---------
<S>                                <C>            <C> 
REVENUES
  Operating income, net            $2,024,327     $ 976,254

EXPENSES
  Interest expense                          -        20,835
  Fees, partners                      130,000        56,250
  Commissions                         329,312        97,876
  Legal and professional              101,020        14,143
  Travel and entertainment             35,055        68,567
  Operating and other                 279,857       168,809
  Depreciation and amortization       129,786        67,363
                                   ----------     ---------
                                    1,005,030       493,843
                                   ----------     ---------
NET INCOME                         $1,019,297     $ 482,411 
                                   ==========     =========
</TABLE>

     The enclosed financial statements have been prepared on a
basis consistent with accounting principles applied in the prior
periods and reflect all adjustments which are, in the opinion of
management, necessary for a fair representation of the results of
the operations for the periods presented.  All adjustments for the
nine months ended October 31, 1996 were of a normal recurring
nature.  Results of operations for the nine months ended October
31, 1996 are not necessarily indicative of results of operations
which may be expected for the full year.

     The following discussion and analysis of Granite Development
Partners, L.P. should be read in conjunction with the audited
financial statements as of January 31, 1996 contained in the Form
10-K Annual Report.

Item 2.  Management's Discussion and Analysis of Financial        
         Condition

Results of Operations

     The Partnership recorded sales of $8,681,058 of developed
property for the three month period ended October 31, 1996 versus
sales of $115,200 for the three month period ended October 31,
1995.  Sales for the nine month period October 31, 1996 were
$8,748,058 versus sales of $115,200 for the nine month period ended
October 31, 1995.  The most significant sale for the period ended
October 31, 1996, was the sale of the oceanfront portion of 194th
Street in Miami Beach, Florida for $7,927,770.

     Silver Canyon Partnership, a joint venture of the Partnership
accounted for under the equity method, reported sales of $1,856,626
for the three month and $5,692,126 for the nine month periods ended
October 31, 1996 versus sales of $2,175,025 for the three month and
nine month periods ended October 31, 1995.  The increase in sales
for the period is due to the increase in developed land available
for sale to third party builders.

     As of October 31, 1996, the following significant sales were
under contract:  the remaining 1.5 acre parcel of the 194th Street
property located in Miami Beach, Florida for $601,600; fifteen lots
of the Fairfax Meadows subdivision located in Medina, Ohio for
$340,000; seven lots of the Harmony Glen subdivision located in
Newbury Township, Ohio for $367,000; a thirteen acre cluster parcel
of the West Grove development in Olmsted Falls, Ohio for $902,000
and a ten acre cluster parcel for $660,000; 184 lots located in the
Seven Hills development for $5,469,233; and 82 sublots in the Eaton
Estates subdivision for $3,892,974.  None of the contracts are
guaranteed to close.

     Interest income totalled $188,443 and $213,079 for the three
months ended October 31, 1996 and 1995, respectively.  Interest
income totalled $674,743 and $522,989 for the nine months ended
October 31, 1996 and 1995, respectively.  Interest income is
comprised of interest related to receivables from the sale of
developed property on terms, from funds advanced to the joint
ventures and from the investment of proceeds from the sale of land
in short-term commercial paper.  Interest income earned on funds
advanced to the Silver Canyon Partnership is being deferred and
recognized as income when the land is sold.  The increase in
interest income for the nine month period ended October 31, 1996
versus October 31, 1995, is primarily attributable to the increase
in interest due on receivables from the sale of developed property
and also the recognition of $143,911 of interest due on the Silver
Canyon Partnership loan.

     Fees due to partners totalled $499,648 and $1,018,793 for the
three month and nine month periods ended October 31, 1996 versus
$339,966 and $817,159 for the respective periods in fiscal 1995. 
The increase in fees is due to the recording of the sale of the
194th Street property in fiscal 1996.

     Operating and other expenses totalled $191,574 and $13,770 for
the three months ended October 31, 1996 and 1995, respectively. 
The increase for the three month period is attributable to legal
expenses and closing costs associated with the sale of the 194th
Street property.  Operating and other expenses for the nine month
periods ended October 31, 1996 and 1995 were comparable.  

     For the three months ended October 31, 1996, the Partnership
reported net income of $944,429 versus a net loss of $847,417 for
the three months ended October 31, 1995.  For the nine months ended
October 31, 1996, the Partnership recorded a net loss of $1,399,793
versus a net loss of $4,129,927 for the nine months ended October
31, 1995.  The decrease in net loss for the three month and nine
month periods ended October 31, 1996 versus 1995, is mainly
attributable to the recording of the 194th Street sale in fiscal
1996.

Financial Condition and Liquidity

     Net cash provided by operating activities for the nine months
ended October 31, 1996 was $1,376,118 versus net cash provided of
$434,206 for the nine months ended October 31, 1995.  The increase
in cash provided by operating activities is mainly the result of
the sale of the 194th Street property.

     Net cash used in investing activities was $1,100,013 and
$5,121,268 for the nine months ended October 31, 1996 and 1995,
respectively.  The decrease in net cash used is attributable to the
decrease in funds advanced for development expenditures to the
Silver Canyon property.

     Net cash used in financing activities for the nine months
ended October 31, 1996 was $3,846,260 versus net cash provided by
financing activities for the nine months ended October 31, 1995 of
$4,218,868.  The net cash used during the nine months ended October
31, 1996 was the result of principal payments on mortgage notes of
$345,430, the release of the Partnership from the $4,000,000
mortgage note on the 194th Street property (the mortgage note was
assumed by the purchaser upon closing of the sale) and an increase
in mortgage procurement costs of $17,000 offset by funds advanced
from Sunrise Land Company to the Partnership to fund additional
development expenditures and proceeds of $326,170 received from a
construction loan related to the Fairfax Meadows property .  The
net cash provided during the first nine months of fiscal 1995 was
the result of the Partnership obtaining a mortgage note for
$4,000,000 on the 194th Street property and a mortgage note of
$480,000 associated with the purchase of the Fairfax Meadows
property, offset by principal payments on mortgage notes totalling
$225,430 and an increase in procurement costs to obtain the
additional financing.

     Short-term external financing was pursued to provide the funds
necessary for the development of the Fairfax Meadows development
located in Medina, Ohio.  On August 20, 1996, the Partnership
closed on a construction mortgage loan with a local bank.  The loan
is secured by a promissory note in an amount not to exceed
$1,600,000.  The note carries interest at the prime rate and
matures on August 1, 1998.  The Partnership made its first draw in
the amount of $326,170 during the period ended October 31, 1996.

     On December 3, 1993, in connection with the issuance of the
Senior Notes, the Partnership sold pro-rata to the purchasers of
the Senior Notes 36,000 warrants at $27.78 to purchase limited
partnership units.  Each warrant represented the right to purchase
one limited partnership unit at an exercise price of $83.33.  The
warrants were exercisable at any time prior to December 3, 1996. 
On December 3, 1996, all 36,000 warrants were exercised.  Proceeds
of $2,999,880 received by the Partnership from the exercise will be
used to fund development and other obligations of the Partnership 
which include fees due to FC-Granite, Inc., the sole general partner, 
and Sunrise Land Company, the original limited partner.


PART II.  OTHER INFORMATION

Item 6.  Exhibits and Report on Form 8-K

    (a)  Exhibits - none

    (b)  No reports on Form 8-K have been filed by the Registrant 
         during the quarter ended October 31, 1996.



                           SIGNATURES

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


                              Granite Development Partners, L.P.
                              ----------------------------------
                                         (Registrant)


DATE:   12/12/96              /s/  Robert F. Monchein
      ----------              ----------------------------------
                              Robert F. Monchein
                              President
                              FC-Granite, Inc., the general partner
                              of Granite Development Partners, L.P.


DATE:   12/12/96              /s/  Mark A. Ternes     
      ----------              ----------------------------------  
                              Mark A. Ternes
                              Controller
                              FC-Granite, Inc., the general partner
                              of Granite Development Partners, L.P.


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