Exhibit 23.3
CONSENT OF MINTZ, LEVIN, COHN, FERRIS, GLOVSKY AND POPEO PC
COUNSEL TO FOCUS
We hereby consent to the reference to our opinions contained under "Certain
Federal Income Tax Consequences" and "Legal Matters" in the Amended Registration
Statement on Form S-4 filed with the United States Securities and Exchange
Commission. We also consent to the inclusion of our opinions as Exhibit 8.1 and
Exhibit 5.1 to the Registration Statement.
Mintz, Levin, Cohn, Ferris,
Glovksy and Popeo P.C.
/s/ of Mintz, Levin, Cohn, Ferris, Glovksy and Popeo P.C.
November 22, 2000
