Researchers are increasingly showing interest in the application of a Butler matrix for fifth-generation (5G) base station antennas. However, the design of the Butler matrix is challenging at millimeter wave because of the very small wavelength. The literature has reported issues of high insertion losses and incorrect output phases at the output ports of the Butler matrix, which affects the radiation characteristics. To overcome these issues, the circuit elements of the Butler matrix such as the crossover, the quadrature hybrid and the phase shifter must be designed using highly accurate dimensions. This paper presents a low-loss and compact single-layer 8 × 8 Butler matrix operating at 28 GHz. The optimum design of each circuit element is also demonstrated in detail. The designed Butler matrix was fabricated to validate the simulated results. The measured results showed return losses of less than −10 dB at 28 GHz. The proposed Butler matrix achieved a low insertion loss and a low phase error of ± 2 dB and ± 10°, respectively. In sum, this work obtained a good agreement between the simulated and measured results.