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Exhibit 23.1
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption "Experts" and to
the use of our report dated September 19, 2000 (except as to Note 8, as to
which the date is November 28, 2000) in Amendment No. 3 to the Registration
Statement (Form S-1 No. 333-46606) and related Prospectus of Loudcloud, Inc.
for the registration of shares of its common stock.
Our audits also included the financial statement schedule listed in Item
16(b) of this Registration Statement. This schedule is the responsibility of
the Company's management. Our responsibility is to express an opinion based on
our audits. In our opinion, the financial statement schedule referred to
above, when considered in relation to the basic financial statements taken as
a whole, presents fairly in all material respects the information set forth
therein.
/s/ Ernst & Young LLP
San Jose, California
December 4, 2000
