1
                         Report of Independent Auditors

The Board of Directors and Stockholders
Health Information Systems Corporation

We have audited the accompanying consolidated balance sheet of Health
Information Systems Corporation (the "Company") and subsidiary as of October 31,
1995 and the related consolidated statements of operations, stockholders' equity
and cash flows for the period from June 8, 1995 (date of inception) to October
31, 1995. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of Health Information
Systems Corporation at October 31, 1995 and the consolidated results of their
operations and their cash flows for the period from June 8, 1995 (date of
inception) to October 31, 1995 in conformity with generally accepted accounting
principles.

                                                           /s/ ERNST & YOUNG LLP
November 12, 1995                                              Ernst & Young LLP
New York, New York