EXHIBIT 23.1


                         CONSENT OF INDEPENDENT AUDITORS


We consent to the incorporation by reference in the Registration Statement (Form
S-8)  pertaining  to  Cannondale  Corporation's  1998 Stock  Option  Plan of our
reports  dated  August  10,  1998,  except  for Note 15, as to which the date is
September 22, 1998 with respect to the  consolidated  financial  statements  and
schedule  of  Cannondale  Corporation  and  Subsidiaries  included in its Annual
Report (Form 10-K) for the year ended June 27, 1998,  filed with the  Securities
and Exchange Commission.


                                                     /s/ ERNST & YOUNG LLP

Stamford, CT
February 10, 1999