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Exhibit 23.1
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
We hereby consent to the incorporation by reference in this
Registration Statement on Form S-8 of our report dated July 21, 2000
relating to the consolidated financial statements and consolidated
financial statement schedules of Walter Industries, Inc. and its
subsidiaries, which appears in the Walter Industries, Inc.'s Annual
Report on Form 10-K for the year ended May 31, 2000.
/s/ PricewaterhouseCoopers LLP
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PricewaterhouseCoopers LLP
Tampa, FL
October 30, 2000
