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CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement on
Form S-8 pertaining to the Employee Stock Purchase Plan and 2000 Equity
Incentive Plan of the Company, of our report dated May 12, 2000, except for Note
14 as to which the date is August 1, 2000, with respect to the consolidated
financial statements of American Medical Systems Holdings, Inc., included in its
Registration Statement on Form S-1 filed with the Securities and Exchange
Commission.
/s/Ernst & Young LLP
Minneapolis, Minnesota
August 10, 2000
