U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 4
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
( ) Check box if no longer subject to Section 16. 
Form 4 or Form 5 obligations may continue. See Instructions 1(b).
1. Name and Address of Reporting Person
   Low, III, Josiah O.
   277 Park Avenue
   New York, NY  10172
   USA
2. Issuer Name and Ticker or Trading Symbol
   Centex Development Company, L.P.
   trades in tandem with Centex Corporation - CTX
3. IRS or Social Security Number of Reporting Person (Voluntary)
   
4. Statement for Month/Year
   July 1996
5. If Amendment, Date of Original (Month/Year)
   July 1996
6. Relationship of Reporting Person to Issuer (Check all applicable)
   (X) Director ( ) 10% Owner ( ) Officer (give title below) ( ) Other 
   (specify below)
   


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 Table I -- Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned                                                 |
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1. Title of Security       |2.    |3.    |4.Securities Acquired (A)         |5.Amount of        |6.Dir |7.Nature of Indirect       |
                           | Transaction |  or Disposed of (D)              |  Securities       |ect   |  Beneficial Ownership     |
                           |      |      |                                  |  Beneficially     |(D)or |                           |
                           |      |    | |                  | A/|           |  Owned at         |Indir |                           |
                           | Date |Code|V|    Amount        | D |    Price  |  End of Year      |ect(I)|                           |
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Warrants to Purchase Class |7/30/9|P   | |.064 (1)          |A  |$28.125 (2)|.064               |D     |                           |
B Units of Limited Partners|6     |    | |                  |   |           |                   |      |                           |
hip                        |      |    | |                  |   |           |                   |      |                           |
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 Table II -- Derivative Securitites Acquired, Disposed of, or Beneficially Owned                                                   |
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1.Title of Derivative |2.Con-  |3.   |4.    |5.Number of De |6.Date Exer|7.Title and Amount  |8.Price|9.Number    |10.|11.Nature of|
  Security            |version |Transaction | rivative Secu |cisable and|  of Underlying     |of Deri|of Deriva   |Dir|Indirect    |
                      |or Exer |     |      | rities Acqui  |Expiration |  Securities        |vative |tive        |ect|Beneficial  |
                      |cise    |     |      | red(A) or Dis |Date(Month/|                    |Secu   |Securities  |(D)|Ownership   |
                      |Price of|     |      | posed of(D)   |Day/Year)  |                    |rity   |Benefi      |or |            |
                      |Deriva- |     |      |               |Date |Expir|                    |       |ficially    |Ind|            |
                      |tive    |     |      |           | A/|Exer-|ation|   Title and Number |       |Owned at    |ire|            |
                      |Secu-   |     |    | |           | D |cisa-|Date |   of Shares        |       |End of      |ct |            |
                      |rity    |Date |Code|V|  Amount   |   |ble  |     |                    |       |Year        |(I)|            |
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                      |        |     |    | |           |   |     |     |            |       |       |            |   |            |
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Explanation of Responses:
(1) Pursuant to a Nominee Agreement dated November 30, 1987, each person who is 
the beneficial owner of 
shares of Centex Corporation ("Centex") Common Stock is also the beneficial 
owner of an undivided interest in 
900 warrants (the "Warrants") to purchase Class B units of limited partnership 
interest in Centex Development 
Company, L.P. ("CDC") at an exercise price of $500 per Class B unit, which 
Warrants are held of record by 
Chemical Bank, as successor nominee. Each beneficial owner's proportionate 
interest in the Warrants is equal to 
the number of shares of Centex Common Stock he owns divided by the total number 
of shares of Centex 
Common Stock outstanding from time to time. The exercise price for the Warrants 
will be determined at the time 
they become exercisable based on the number of Warrants that are then 
exercisable, the manner in which the 
Warrants are subdivided at the discretion of the general partner of CDC and the 
number of shares of Centex 
Common Stock outstanding at that time.  The Warrants will be exercisable for a 
90-day period commencing on a 
date to be specified after their detachment. Unless sooner detached, the 
Warrants will be detached on 
November 30, 2007, unless such date is extended by a vote of the Centex 
stockholders. Until the Nominee 
Agreement is terminated with respect to the Warrants and certificates 
evidencing the Warrants are issued in the 
name of the beneficial owners thereof, the Reporting Person has no right to 
obtain a certificate evidencing his 
benefical interest in the Warrants or to dispose of the Warrants separate from 
Centex Common Stock. 
Computations set forth in this Form have been made using 28,509,726 shares of 
Centex Common Stock 
outstanding as reported in Centex Corporation's Form 10-Q for fiscal quarter 
ending 6/30/96.
(2) Per share of Common Stock of Centex 
Corporation.
SIGNATURE OF REPORTING PERSON
\s\ Josiah O. Low, III
DATE
August 26, 1996