CUSIP No. 552676 10 8 Page 1 of 5
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities and Exchange Act of 1934
(Amendment No. 21)
M.D.C. Holdings, Inc.
(Name of Issuer)
Common Stock, $.01 Par Value Per Share
(Title of Class of Securities)
552676 10 8
(CUSIP Number)
Check the following box if a fee is being paid with this statement ". (A fee is
not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 552676 10 8 Page 2 of 5
ROW 1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Larry A. Mizel 440-40-4759
ROW 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
Not Applicable (a)
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(b)
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ROW 3. SEC USE ONLY
ROW 4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
ROWS 5 THROUGH 8 - NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH
ROW 5. SOLE VOTING POWER - 3,967,253 shares
ROW 6. SHARED VOTING POWER - 1,156,059 shares
ROW 7. SOLE DISPOSITIVE POWER -- 3,967,253 shares
ROW 8. SHARED DISPOSITIVE POWER - 1,156,059 shares
ROW 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,123,312 shares
ROW 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
[ ]
ROW 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.02%
ROW 12. TYPE OF REPORTING PERSON
IN
CUSIP No. 552676 10 8 Page 3 of 5
Item 1(a) Name of Issuer: M.D.C. Holdings, Inc.
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Item 1(b) Address of Issuer's Principal Executive Offices:
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3600 South Yosemite Street, Suite 900
Denver, Colorado 80237
Item 2(a) Name of Person Filing: Larry A. Mizel
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Item 2(b) Address of Principal Business Office, or, if none, Residence:
------------------------------------------------------------
3600 South Yosemite Street, Suite 900
Denver, Colorado 80237
Item 2(c) Citizenship: United States of America
Item 2(d) Title of Class of Securities: common stock, $.01 par value
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per share
Item 2(e) CUSIP Number: 552676 10 8
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Item 3 Not Applicable.
Item 4(a) Amount Beneficially Owned: 5,123,312shares
Item 4(b) Percent of Class: 19.02 %
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Item 4(c) Number of Shares as to Which Such Person Has:
--------------------------------------------
(i) Sole power to vote or direct the vote - 3,967,253 shares which
includes 3,618,017 shares owned directly, 347,875 shares issuable upon
the exercise of stock options (exercisable within 60 days of December
31, 2001) granted to the reporting person under the Issuer's stock
option plans and 1,361 shares held in account for the reporting person
in the Company's 401(k) Plan.
(ii) Shared power to vote or direct the vote - 1,156,059 shares, which
includes 996,655 shares owned by the reporting person's spouse, and
159,404 shares which the reporting person may be deemed to beneficially
own because the voting of these shares is controlled by CVentures,
Inc., a corporation whose outstanding stock is owned by the Reporting
Person and certain trusts of which the reporting person is a
beneficiary. The reporting person also is a director and president of
CVentures, Inc.
(iii) Sole power to dispose or direct the disposition of - 3,967,253
shares, which includes 3,618,017 shares owned directly by the reporting
person, 347,875 shares issuable upon the exercise of stock options
(exercisable within 60 days of December 31, 2001) granted to the
reporting person under the Issuer's stock option plans and 1,361 shares
held in account for the reporting person in the Company's 401(k) Plan.
CUSIP No. 552676 10 8 Page 4 of 5
(iv) Shared power to dispose or direct the disposition of - 1,156,059
shares, which includes the shares described in response to Item
4(c)(ii) above.
Item 5 Ownership of 5% or Less of a Class: Not Applicable.
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Item 6 Ownership of More than 5% on Behalf of Another Person: Not Applicable.
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Item 7 Identification and Classification of the Subsidiary Which
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Acquired the Securities Being Reported by the Parent
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Holding Company: Not Applicable.
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Item 8 Identification and Classification of Members of the Group:
---------------------------------------------------------
Not Applicable.
Item 9 Notice of Dissolution of Group: Not Applicable.
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Item 10 Certification: Not Applicable.
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CUSIP No. 552676 10 8 Page 5 of 5
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 7, 2002 /s/ Larry A. Mizel
Reporting Ownership -------------------
As of December 31, Larry A. Mizel
2001