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Exhibit 2C
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption "Independent Auditors"
and to the use of our report dated March 3, 2000 accompanying the consolidated
financial statements of The Manufacturers Life Insurance Company of America and
to the use of our report dated February 4, 2000 accompanying the financial
statements of Separate Account Three of The Manufacturers Life Insurance Company
of America in Pre-Effective Amendment No. 1 to the Registration Statement No.
333-45970 on Form S-6 and related prospectus of Separate Account Three of The
Manufacturers Life Insurance Company of America.
Philadelphia, Pennsylvania
January 5, 2001
Ernst & Young LLP
