EXHIBIT 23.2
 
                       CONSENT OF INDEPENDENT ACCOUNTANTS
 
  We hereby consent to the incorporation by reference of our report dated
January 19, 1995, except as to Note 6, which is as of January 27, 1995, with
respect to the financial statements and schedule of Paragon Communications
which are incorporated by reference in this Annual Report on Form 10-K for the
year ended December 31, 1994, in each of the following:
 
   1. Post-Effective Amendment No. 2 to Registration Statements No. 33-11031
     and No. 2-76753 on Form S-8;
 
   2. Post-Effective Amendment No. 4 on Form S-3 to Registration Statement
     No. 2-75960 on Form S-16 and Post-Effective Amendment No. 1 on Form S-3
     to Registration Statement No. 33-58262 on Form S-3;
 
   3. Registration Statements No. 33-20883 and No. 33-35945 on Form S-8;
 
   4. Post-Effective Amendment No. 8 to Registration Statements No. 2-62477
     and No. 2-67216 on Form S-8;
 
   5. Registration Statements No. 33-37929 and No. 33-47152 on Form S-8;
 
   6. Post-Effective Amendment No. 2 to Registration Statement No. 33-16507
     on Form S-8 and Registration Statement No. 33-48381 on Form S-8;
 
   7. Post-Effective Amendment No. 1 to Registration Statement No. 33-29247
     on Form S-8;
 
   8. Registration Statement No. 33-33076 (the Prospectus constituting a part
     thereof also applies to Registration Statements No. 33-29029 and No. 33-
     29030) on Form S-8;
 
   9. Amendment No. 1 to Registration Statement No. 33-33043 on Form S-8;
 
  10. Pre-Effective Amendment No. 1 to Registration Statement No. 33-29031 on
     Form S-3;
 
  11. Registration Statement No. 33-35317 on Form S-8;
 
  12. Registration Statements No. 33-40859 and No. 33-48382 on Form S-8;
 
  13. Registration Statement No. 33-47151 on Form S-8;
 
  14. Post-Effective Amendment No. 1 on Form S-8 to Registration Statement
     No. 33-47705 on Form S-4;
 
  15. Registration Statement No. 33-62774 on Form S-8;
 
  16. Registration Statement No. 33-51015 on Form S-8;
 
  17. Registration Statement No. 33-50237 on Form S-3;
 
  18. Registration Statement No. 33-51471 on Form S-8;
 
  19. Registration Statement No. 33-57812 on Form S-3;
 
  20. Registration Statement No. 33-75144 on Form S-3; and
 
  21. Registration Statements No. 33-53213 and No. 33-57667 on Form S-8 and
     Post-Effective Amendment No. 1 to Registration Statement No. 33-57667.
 
PRICE WATERHOUSE LLP
 
Denver, Colorado
March 30, 1995