EXHIBIT 23.4



We hereby consent to the use in the Prospectus constituting part of this 
Registration Statement on Form S-4 of Breed Technologies, Inc. of our report 
dated October 31, 1997 (which contains an explanatory paragraph relating to 
Safety Restraint Systems' transactions and relationships with AlliedSignal, 
Inc.) relating to the combined financial statements of Safety Restraint 
Systems, a Division of AlliedSignal, Inc., which appears in such Prospectus. We 
also consent to the reference to us under the heading "Experts" in such 
Prospectus.



/s/ Price Waterhouse LLP

Price Waterhouse LLP
Bloomfield Hills, Michigan
June 22, 1998