VOTING PROXIES

    Shares  of Common Stock represented by properly executed proxies received by
the Company in time for the Meeting will be voted in accordance with the choices
specified in the proxies. Unless contrary instructions are indicated on a proxy,
the shares of Common  Stock represented by  such proxy will  be voted "FOR"  the
election  as directors of the nominees named in this Proxy Statement and will be
voted "FOR" the approval of the Executive Officer Performance-Based Compensation
Plan and  "FOR"  ratification  of  the  selection  of  independent  accountants.
Abstentions  and broker non-votes (proxies that  do not indicate that brokers or
nominees have received instructions from the beneficial owner of shares) will be
counted for purposes of determining the presence or absence of a quorum for  the
transaction of business. Abstentions are counted in tabulating the votes cast on
proposals presented to shareowners, whereas broker non-votes are not counted for
purposes of determining whether a proposal has been approved.

                                     [LOGO]

                             M.D.C. HOLDINGS, INC.
                     3600 SOUTH YOSEMITE STREET, SUITE 900
                             DENVER, COLORADO 80237

                                  June 6, 1994

To Our Shareowners:

    This  letter supplements the  proxy materials dated  May 25, 1994 previously
mailed to you.

    As a result of a printing error, four  lines on the first page of the  Proxy
Statement  were inadvertently  deleted from the  first paragraph  of the section
entitled "Voting Proxies." The corrected paragraph is reprinted on the  enclosed
sticker.  This sticker should be attached to the bottom of the first un-numbered
page of the Proxy Statement which  follows the Letter to Shareowners and  Notice
of  Meeting. The omitted material describes how abstentions and broker non-votes
are counted. This  information is  required to  be disclosed  pursuant to  rules
promulgated by the Securities and Exchange Commission.

    For  your information, the  Company has engaged Georgeson  & Company Inc. to
assist in the solicitation  of proxies from banks,  brokers and other  nominees.
Georgeson will be paid $6,500 plus expenses.

    We  are enclosing a  second proxy card with  this letter to  be used to vote
your shares. We once again encourage you to date, execute and timely return  the
proxy card if you have not done so already.

                                          Sincerely,
                                          Paris G. Reece III
                                          SECRETARY

                                   IMPORTANT
                             M.D.C. HOLDINGS, INC.
                         ANNUAL MEETING OF SHAREOWNERS
                                 JUNE 24, 1994

Dear Shareowner:

We  have previously sent to you proxy materials for the Annual Meeting of M.D.C.
Holdings, Inc. Your shares of M.D.C.  Holdings, Inc. are registered in the  name
of your broker as the holder of record.

               YOUR SHARES MAY NOT BE VOTED ON CERTAIN PROPOSALS
                   UNLESS YOU GIVE YOUR SPECIFIC INSTRUCTIONS

Please  give your voting instructions by signing and returning the enclosed form
of proxy. Your vote is  important, regardless of the  number of shares that  you
own.

                    A REPLY IS NECESSARY TO VOTE YOUR SHARES
                              PLEASE ACT PROMPTLY