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EXHIBIT 23.3
CONSENT OF INDEPENDENT AUDITOR
We consent to the incorporation by reference in the Registration
Statement (Form S-8) pertaining to the Non-Plan Options of OptimumCare
Corporation and to the incorporation by reference therein of our report dated
March 5, 1999, with respect to the consolidated financial statements and
schedule of OptimumCare Corporation included in its Annual Report (Form 10-K)
for the year ended December 31, 1999, filed with the Securities and Exchange
Commission.
/s/ ERNST & YOUNG LLP
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Ernst & Young LLP
Orange County, California
September 5, 2000
