CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in the Prospectus 
constituting part of this Registration Statement on Form S-3 of
M.D.C. Holdings, Inc. of our report dated February 10, 1994 appearing
on page F-2 of M.D.C. Holdings, Inc.'s Annual Report on Form 10-K for
the year ended December 31, 1993. We also consent to the reference to
us under the heading "Experts" in such Prospectus.



PRICE WATERHOUSE


Los Angeles, California
May 19, 1994