Watersheds in the Piedmont area of South Carolina are undergoing rapid conversion from forested and pasture land to housing developments. We report on a rapidly urbanizing watershed and a neighboring forested watershed with less urbanization. Both watersheds were monitored for four years and we measured differences in storm discharge regime, total suspended solids (TSS), pebble count substrate size, habitat, channel morphology and benthic community metrics. Discharge regime in the developing watershed was flashier than that of the non-developed. TSS was higher (4000mg/l) in the developing site. Pebble counts at cross section within both watersheds have changed little and are dominated by clays and fine sands. Channel morphology showed greater change in the developing site with bank height ratios increasing and width-to-depth ratio decreasing. Habitat scores have remained relatively unchanged at both sites. Analysis of the benthic macroinvertebrate community metrics (taxa richness, EPT richness and biotic integrity) indicated water quality in the developing watershed to be lower than that in the watershed not yet developed.