EXHIBIT 23.6



                          [MERRILL LYNCH LETTERHEAD]

June 29, 2000

     We hereby consent to the use of our opinion letter dated April 17, 2000
to the Board of Directors of Genzyme Corporation included as Annex D to the
Joint Proxy Statement/Prospectus which forms a part of the Registration
Statement on Form S-4 relating to the proposed merger of Biomatrix, Inc. with
a wholly-owned subsidiary of Genzyme Corporation and the proposed
recapitalization, which is described in the Joint Proxy Statement/Prospectus,
and to the references to such opinion in such Joint Proxy
Statement/Prospectus under the captions "SUMMARY" and "BACKGROUND AND REASONS
FOR THE MERGER." In giving such consent, we do not admit and we hereby
disclaim that we come within the category of persons whose consent is
required under Section 7 of the Securities Act of 1933, as amended, or the
rules and regulations of the Securities and Exchange Commission thereunder,
nor do we thereby admit that we are experts with respect to any part of such
Registration Statement within the meaning of the term "experts" as used in
the Securities Act of 1933, as amended, or the rules and regulations of the
Securities and Exchange Commission thereunder.

                                           MERRILL LYNCH, PIERCE, FENNER &
                                                 SMITH INCORPORATED

                                           /s/ Michael Meyers
                                           ----------------------------------
                                               Director
                                               Health Care Investment Banking