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EXHIBIT 99.4
CONSENT OF MORGAN STANLEY & CO. INCORPORATED
Board of Directors
Seagate Technology, Inc.
920 Disc Drive
Scotts Valley, California 95066
Members of the Board:
We hereby consent to the use in the Registration Statement of VERITAS
Software Corporation on Form S-4 and in the Joint Proxy Statement/Prospectus of
VERITAS Software Corporation and Seagate Technology, Inc., which is part of the
Registration Statement, of our opinion dated March 29, 2000 appearing as Annex E
to such Joint Proxy Statement/Prospectus, and to the description of such opinion
and to the references to our name contained therein under the heading "Special
Factors Regarding the Stock Purchase and the Merger -- Consideration of the
Stock Purchase and the Merger by Seagate -- Opinion of Seagate's Financial
Advisor". In giving the foregoing consent, we do not admit that we come within
the category of persons whose consent is required under Section 7 of the
Securities Act of 1933, as amended (the "Securities Act"), or the rules and
regulations promulgated thereunder, nor do we admit that we are experts with
respect to any part of such Registration Statement within the meaning of the
term "experts" as used in the Securities Act or the rules and regulations
promulgated thereunder.
MORGAN STANLEY & CO. INCORPORATED
By: /s/ CHARLES R. CORY
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Charles R. Cory
Managing Director
Menlo Park, California
July 12, 2000
