PRESS RELEASE

FOR RELEASE:    Immediately

DATE:           December 29, 1993

CONTACT:        Spencer I. Browne - 303-773-1100

M.D.C. HOLDINGS, INC. COMPLETES PRIVATE OFFERING OF NOTES


     DENVER, COLORADO - M.D.C. Holdings, Inc. (NYSE and PSE: MDC), one of the
nation's largest residential builders and mortgage lending companies, today
announced that it had completed a private placement of $190,000,000 principal
amount of 11.125% Senior Notes due 2003 and $28,000,000 principal amount of
8.750% Convertible Subordinated Notes due 2005.  The Senior Notes were offered
at 98.525% of par.  The Convertible Subordinated Notes were offered at par and
are convertible into common stock at an initial conversion price of $7.75 per
share, subject to adjustment upon certain events. The placement agent for the
offering was Friedman, Billings, Ramsey & Co., Inc.

     Net proceeds of the offering, after estimated expenses, are estimated to be
$203,888,000. Approximately $98,000,000 was used to retire 98% of the Company's
restructured notes payable originally issued to Executive Life Insurance Company
and certain of its affiliates with a carrying value on the Company books of
$129,614,000 at September 30, 1993.

     In addition, $30,479,000 of the net proceeds was used to complete the
previously announced purchase agreement with the Base Assets Trust.  Pursuant to
this agreement MDC purchased from the Trust (i) 1,990 shares (19.9%) of the
common stock of Richmond Homes, MDC's Colorado home builder affiliate increasing
MDC's interest in Richmond Homes common stock to 65%; (ii) 1,400 shares of
Richmond Homes Class A preferred stock; (iii) a general partnership interest in
the Rock Creek Investment Partnership, a partnership affiliated with Richmond
Homes; and (iv) 2,560,866 shares of MDC common stock.  As previously announced,
MDC intends to complete the acquisition of Richmond Homes by acquiring from
Messrs. Larry A. Mizel and David D. Mandarich, Chairman and Chief Executive
Officer and Executive Vice President - Real Estate of MDC, respectively, the
balance (35%) of the outstanding Richmond Homes common stock owned by them for a
purchase price between $2,000,000 and $3,500,000.  After the completion of this
purchase, MDC will own 100% of Richmond Homes.

     $51,816,000 of the remaining net proceeds will be used to redeem all of the
Company's currently outstanding 11 1/4% senior subordinated notes due 1996, at
100% of their principal amount.  The balance will be used to pay down
approximately $14,100,000 of existing debt and for general corporate purposes.
The above transactions will result in net extraordinary gains from early
extinguishment of debt totalling approximately $14,500,000, net of income taxes.

     Spencer I. Browne, President and Chief Operating Officer of MDC, said,
"These transactions have enabled the Company to achieve greater operating and
financial flexibility by putting in place long-term debt with maturities ten
years or more into the future as well as simplifying the Company's corporate
structure."


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