OMB Approval

                                                            OMB 3235-0145

                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Schedule 13D

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 2)*

                            KILLEARN PROPERTIES, INC.                        
                                (Name of Issuer)

                                  Common Stock                               
                         (Title of Class of Securities)

                                   494125 10 7
                                 (CUSIP Number)

     James H. Dahl, 1200 Riverplace Blvd., Ste 920, Jacksonville, FL 32207,
     (904) 393-9020                                                            
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                 August 8, 1997
                      (Date of Event which Requires Filing
                               of this Statement)

   If the filing person has previously filed a statement on Schedule 13G to
   report the acquisition which is the subject of this Schedule 13D, and is
   filing this schedule because of Rule 13d-1(b)(3) or (4), check the
   following box [_].

   Check the following box if a fee is being paid with the statement [_].  (A
   fee is not required only if the reporting person:  (1) has a previous
   statement on file reporting beneficial ownership of more than five percent
   of the class of securities described in Item 1; and (2) has filed no
   amendment subsequent thereto reporting beneficial ownership of five
   percent or less of such class.)  (See Rule 13d-7.)

   Note:  Six copies of this statement, including all exhibits, should be
   filed with the Commission.  See Rule 13d-1(a) for other parties to whom
   copies are to be sent.

   *The remainder of this cover page shall be filled out for a reporting
   person's initial filing on this form with respect to the subject class of
   securities, and for any subsequent amendment containing information which
   would alter disclosures provided in a prior cover page.

   The information required on the remainder of this cover page shall not be
   deemed to be "filed" for the purpose of Section 18 of the Securities
   Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
   that section of the Act but shall be subject to all other provisions of
   the Act (however, see the Notes).

                        (Continued on following page(s))

   SEC 1746 (9-82)

   
                                       13D
    CUSIP NO. 494125 10 7                                Page 2 of 5 Pages



     1   NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         James H. Dahl

     2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*           (a) [_] 

                                                                     (b) [_]
         N/A

     3   SEC USE ONLY


     4   SOURCE OF FUNDS*
         N/A

     5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING PURSUANT TO ITEMS 2(d)
         or 2(e)                                                          [_]

     6   CITIZENSHIP OR PLACE OF ORGANIZATION

         U.S.A.

                             7   SOLE VOTING POWER
          NUMBER OF
            SHARES               -0-
         BENEFICIALLY
                             8   SHARED VOTING POWER
           OWNED BY
                                 -0-
             EACH
          REPORTING
                             9   SOLE DISPOSITIVE POWER
            PERSON
                                 -0-
             WITH
                            10   SHARED DISPOSITIVE POWER
                                 -0-

     11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
         -0-

    12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
         SHARES*                                                          [_]

    13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
         -0-%

    14   TYPE OF REPORTING PERSON*
         IN

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


   Item 1.   Security and Issuer.

        This amended Schedule 13D relates to the sale of 56,900 shares of
   common stock (the "Shares") of Killearn Properties, Inc. (the "Company"). 
   The principal executive offices of the Company are located at 100 Eagle's
   Landing Way, Stockbridge, Georgia 30281.

   Item 2.   Identity and Background.

        (a)  This amended Schedule 13D is being filed by James H. Dahl.

        (b)  Mr. Dahl's business address is 1200 Riverplace Boulevard, Suite
   902, Jacksonville, Florida 32207.

        (c)  Mr. Dahl's present principal occupation is President of James
   Dahl & Company, Inc., a private investment firm.  The business address of
   James Dahl & Company, Inc. is 1200 Riverplace Boulevard, Suite 902,
   Jacksonville, Florida 32207.

        (d)  During the last five years, Mr. Dahl has not been convicted in
   any criminal proceeding (excluding traffic violations or similar
   misdemeanors).

        (e)  During the last five years, Mr. Dahl has not been a party to any
   civil proceeding of a judicial or administrative body of competent
   jurisdiction resulting in a judgment, decree or final order enjoining
   future violations of, or prohibiting or mandating activities subject to,
   federal or state securities laws or finding any violation with respect to
   such laws.

        (f)  Mr. Dahl is a United States citizen.

   Item 3.   Source and Amount of Funds or Other Consideration.

        Not applicable.

   Item 4.   Purpose of Transaction.

        The Shares that are the subject of this report were held by an
   investment partnership, Rock Creek Partners, Ltd., a Florida limited
   partnership (the "Partnership") of which Mr. Dahl is the Managing General
   Partner, and by Mr. Dahl and members of his family through various
   accounts over which Mr. Dahl may be deemed to have sole or shared voting
   and investment power (collectively and together with the Partnership, the
   "Accounts").  The Shares were acquired for, and sold for, investment
   purposes.  

   Item 5.   Interest in Securities of the Issuer

        (a) and (b)  Pursuant to Rule 13d-3, Mr. Dahl does not beneficially
   own any shares of common stock of the Company following the sale of 56,900
   Shares described in Item 5(c) below.

        (c)  On August 1, 1997, all 56,900 shares of Company common stock
   held by the Accounts were repurchased by the Company at a price of $4.625
   per share.  There have been no other transactions effected by Mr. Dahl in
   the Company's stock since the date of Mr. Dahl's most recent 13D filing.

        (d)  The proceeds from the sale of the Shares will be paid to the
   Accounts.  No other persons have the right to receive or the power to
   direct the receipt of the proceeds from the sale of the Shares.

        (e)  Not applicable.

   Item 6.   Contracts, Arrangements, Understandings or Relationships With
             Respect to Securities of the Issuer.

        Not applicable.

   Item 7.   Material to be Filed as Exhibits.

        None.

   
                                  SIGNATURE

        After reasonable inquiry and to the best of my knowledge and belief,
   I certify that the information set forth in this statement is true,
   complete and correct.


                                   /s/ James H. Dahl                         
                                   James H. Dahl

   DATE:  August 11, 1997