Price Waterhouse LLP                                               Exhibit 15


May 30, 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 April
26, 1995 (issued pursuant to the provisions of Statement on Auditing Standards
No. 71) in the Prospectus constituting part of its Registration Statement on
Form S-3 to be filed on or about May 30, 1995. We are also aware of our
responsibilities under the Securities Act of 1933.

Yours very truly,



Price Waterhouse LLP