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EXHIBIT 23.2
INDEPENDENT AUDITORS' CONSENT
We consent to the use in Amendment No. 1 to Registration Statement
333-39646 of PF.Net Communications, Inc. on Form S-4 of our report dated
April 3, 2000, which expresses an unqualified opinion and includes
explanatory paragraphs regarding PF.Net Communications, Inc.'s development
stage status and the reclassification of put warrants from equity to a
liability.
We also consent to the references to us under the headings "Selected Financial
Data" and "Independent Auditors" in such Registration Statement.
Costa Mesa, California
July 17, 2000
