Exhibit No. 15



October 24, 1995




Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549




         We are aware that M.D.C.  Holdings,  Inc. has included our report dated
October 24, 1995  (issued  pursuant to the  provisions  of Statement on Auditing
Standards No. 71) in its Registration  Statements on Forms S-8 filed on or about
March 15,  1985 and July 1,  1994,  Forms  S-3  filed on or about May 19,  1994,
September  21,  1994 and May 31,  1995,  and Form S-4  filed on or about May 19,
1994.  We are also aware of our  responsibilities  under the  Securities  Act of
1933.

Yours very truly,



/s/ Price Waterhouse LLP
Price Waterhouse LLP