<PAGE> 1
EXHIBIT 23.3
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in Azurix Corp.'s
Registration Statement on Form S-4 in respect of its $240,000,000 Series B
Senior Notes due 2007, L100,000,000 Series B Senior Notes due 2007 and
$200,000,000 Series B Senior Notes due 2010 of our report dated March 12, 1999
on our audit of the consolidated financial statements of Wessex Water Ltd.
(formerly Wessex Water Plc) as at, and for the year ended, March 31, 1998 and
our report dated March 12, 1999 on our audit of Schedule II as it relates to
Wessex Water Ltd. (formerly Wessex Water Plc) as at and for the year ended March
31, 1998. We also consent to the reference to our firm under the caption
"Experts".
/s/ PricewaterhouseCoopers
PricewaterhouseCoopers
Chartered Accountants
Bristol, England
July 28, 2000