CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the joint registration
statement of Clayton Homes, Inc. and Vanderbilt Mortgage and Finance, Inc. on
Form S-3 (File No. 333-75405) of our report dated August 8, 2000 on our audits
of the consolidated financial statements of Clayton Homes, Inc. as of June 30,
2000 and 1999, and for each of the three years in the period ended June 30,
2000, which report is incorporated by reference from the Company's 2000 Annual
Report to Shareholders, in the Company's Annual Report on Form 10-K for the
fiscal year ended June 30, 2000. We also consent to the reference to our Firm
under the caption "Experts" in the Prospectus dated November 16, 2000.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Knoxville, Tennessee
November 16, 2000
