SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): December 29, 1993 --------------------- M.D.C. HOLDINGS, INC. - ----------------------------------------------------------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 1-8951 84-0622967 - --------------- ------------- --------------- (STATE OR OTHER (COMMISSION I.R.S. EMPLOYER JURISDICTION FILE NUMBER) IDENTIFICATION NO. OF INCORPORATION) 3600 South Yosemite Street, Suite 900, Denver, Colorado 80237 - --------------------------------------------------------------- ---------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) Registrant's telephone number, including area code: (303) 773-1100 ------------------------- N/A - ----------------------------------------------------------------------- (Former name or former address, if changed since last report.) ITEM 5. OTHER EVENTS Reference is hereby made to the Press Release, dated December 29, 1993 a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference in its entirety. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS 99 Press Release dated December 29, 1993. 4.1 Senior Notes Indenture, dated as of December 15, 1993, by and among M.D.C. Holdings, Inc., the Guarantors and Pledgors named therein and First Bank National Association, as Trustee. 4.2 Convertible Notes Indenture, dated as of December 15, 1993, by and between M.D.C. Holdings, Inc. and First Bank National Association, as Trustee. 4.3 Senior Notes Registration Rights Agreement, dated as of December 28, 1993, by and among M.D.C. Holdings, Inc., the Guarantors named therein and the Purchasers who are signatories thereto. 4.4 Convertible Notes Registration Rights Agreement, dated as of December 28, 1993, by and between M.D.C. Holdings, Inc. and the Purchasers who are signatories thereto. Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. M.D.C. HOLDINGS, INC. Date: January 11, 1994 By: /s/ SPENCER I. BROWNE -------------------------------------- Spencer I. Browne President, Chief Operating Officer and Director EXHIBIT INDEX EXHIBIT PAGE - ------- ---- 99 --Press Release dated December 29, 1993 5 4.1 --Senior Notes Indenture, dated as of __ December 15, 1993, by and among M.D.C. Holdings, Inc., the Guarantors and Pledgors named therein and First Bank National Association, as Trustee. 4.2 --Convertible Notes Indenture, dated as __ of December 15, 1993, by and between M.D.C. Holdings, Inc. and First Bank National Association, as Trustee. 4.3 --Senior Notes Registration Rights Agreement, __ dated as of December 28, 1993, by and among M.D.C. Holdings, Inc., the Guarantors named therein and the Purchasers who are signatories thereto. 4.4 --Convertible Notes Registration Rights __ Agreement, dated as of December 28, 1993, by and between M.D.C. Holdings, Inc. and the Purchasers who are signatories thereto.