EXHIBIT 23.2

                 Notice Regarding Consent of Arthur Andersen LLP

Section 11(a) of the Securities Act of 1933 provides that in case any part of a
registration statement, when such part became effective, contained an untrue
statement of a material fact, or omitted to state a material fact required to be
stated therein or necessary to make the statements therein not misleading, any
person acquiring a security pursuant to such registration statement (unless it
is proved that at the time of such acquisition such person knew of such untruth
or omission) may sue, among others, an accountant who has with his consent been
named as having certified any part of the registration statement, or as having
prepared any report which is used in connection with the registration statement.
On June 7, 2002 VISX replaced Arthur Andersen LLP ("Arthur Andersen") as its
independent auditors. After reasonable efforts, VISX has been unable to obtain
Arthur Andersen's written consent to the incorporation by reference of Arthur
Andersen's audit report with respect to VISX 's financial statements as of and
for the years ended December 31, 2001 and December 31, 2000 into previously
filed Registration Statements File Nos. 33-34374, 33-40519, 33-53806, 33-69044,
333-23999, 333-53041, 333-75207, and 333-57524. Such audit report is included in
this Form 10-K. Under these circumstances, Rule 437a under the Securities Act of
1933 permits VISX to file this Form 10-K, which is incorporated by reference
into the above-listed registration statements, without a written consent from
Arthur Andersen. As a result, Arthur Andersen will not have any liability under
Section 11(a) of the Securities Act for any untrue statements of material fact
contained in the financial statements audited by Arthur Andersen or any
omissions of a material fact required to be stated therein. Accordingly, an
investor would be unable to assert a claim against Arthur Andersen under Section
11(a) of the Securities Act.