EXHIBIT 23.1
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration
Statement (Form S-8) pertaining to the 1993 Employee Stock Purchase Plan of S3
Incorporated of our report dated January 31, 2000, with respect to the
consolidated financial statements and schedule of S3 Incorporated 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
San Jose, California
October 27, 2000