SecProbe.io

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      October 1, 2004

via U.S. mail and facsimile

Kimberly N. King
Vice President, Corporate Legal Affairs and Corporate Secretary
KB Home
10990 Wilshire Blvd.
Los Angeles, California 90024

Re:	KB Home
	Registration Statement on Form S-4
	Filed on September 23, 2004
	File No. 333-119228

Dear Ms. King,

      This is to advise you that we have reviewed only those
portions
of the above registration statement that relate to the
undertakings
and the legality opinion.  Where indicated, we think you should
revise
your document in response to these comments.  If you disagree, we
will
consider your explanation as to why our comment is inapplicable or
a
revision is unnecessary.  Please be as detailed as necessary in
your
explanation.  In some of our comments, we may ask you to provide
us
with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may or may not
raise
additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We
look forward to working with you in these respects.  We welcome
any
questions you may have about our comments or on any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form S-1

Item 21.  Exhibits

Exhibit 5.1
1. Please delete the assumption on page 2 regarding the authority
of
the persons signing on behalf of the parties to the documents.
While
you may assume that the signature is genuine, you may not assume
the
authority of the persons who sign the documents on behalf of the
company.  In addition, you may not assume the due authorization,
execution, and delivery of all documents by the parties involved.
We
will not object if you limit your assumption of these matters to
documents signed by parties other than KB Home and the Guarantors.
2. Please delete the reference to the Guarantors in section (d) of
the
sixth full paragraph on page 2.  In addition, delete the last
sentence
in this paragraph.
3. The opinion that the Guarantees are the enforceable obligations
of
the Guarantors includes a finding that the Guarantees have been
duly
authorized, etc.  These are matters governed by the states of
organization of the Guarantors; however counsel`s opinion contains
a
limitation on jurisdiction that excludes the laws of Colorado,
Texas,
Nevada and Arizona.  You must provide an opinion that does not
exclude
the laws of these jurisdictions.  In the alternative, counsel may
expressly rely upon opinions issued by separate local counsels
regarding the guarantors, which opinions have been filed as
exhibits
to the registration statement.  In either case, the assumptions
that
we refer to in the comments above must be removed from this
opinion.
4. Your tax opinion should opine on the tax consequences of the
exchange offer rather than merely stating that the information in
the
registration statement is "accurate."  Please revise.  In
addition,
the opinion should identify each tax consequence being opined
upon,
your opinion as to each consequence, and the basis for your
opinion.
Alternatively, counsel may confirm that the discussion of tax
matters
in the prospectus constitutes its opinion, in which case the tax
discussion should also be revised to clarify that it constitutes
counsel`s opinion.
5. You must opine on the laws of the state governing the indenture
(New York).  It is inappropriate to assume that California law
governs
the Indenture, Guarantees and notes.  Please delete the statements
on
page 3 regarding the choice of law rules and the assumption that
the
laws of California govern the indenture.  Alternatively, file a
new
binding obligation opinion that is given by New York counsel.

Item 22.  Undertakings
6. Please include the undertakings required by Item 512(a) of
Regulation S-K.

Closing Comments

      No further review of the registration statement has been or
will
be made.  All persons who are by statute responsible for the
adequacy
and accuracy of the registration statement are urged to be certain
that all information required under the Securities Act of 1933 has
been included.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have
made.

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:

?	should the Commission or the staff, acting pursuant to
delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

?	the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

?	the company may not assert this action as a defense in any
proceeding initiated by the Commission or any person under the
federal
securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division
of Corporation Finance in connection with our review of your
filing or
in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering of
the securities specified in the above registration statement.  We
will
act on the request and, pursuant to delegated authority, grant
acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.
      Please direct any questions to Tamara Brightwell at (202)
824-
5221.  You may also direct questions to the undersigned Assistant
Director, who supervised the review of your filing, at (202) 942-
1950.

								Sincerely,

								Pamela Long
								Assistant Director

Cc:  	Michael J. O`Sullivan
      Amanda Schreiber
      Munger, Tolles & Olson LLP
      355 S. Grand Avenue, 35th Floor
      Los Angeles, CA 90071
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Kimberly N. King
KB Home
October 1, 2004
Page 2

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0510

         DIVISION OF
CORPORATION FINANCE

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