Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Ladies and Gentlemen:

                         Stratford American Corporation

We have read Item 4 of Stratford American  Corporation's Form 8-K dated February
14, 1996 and are in agreement  with the  statements  contained in paragraph 4(a)
therein.




Price Waterhouse LLP
Phoenix, Arizona
February 15, 1996