Exhibit 99.4

                        CONCORD EFS, INC AND SUBSIDIARIES

                         Report of Independent Auditors






Board of Directors and Stockholders of Concord EFS, Inc.

We have audited the  supplemental  consolidated  balance  sheets of Concord EFS,
Inc. and subsidiaries  (formed as a result of the  consolidation of Concord EFS,
Inc. and Star Systems,  Inc.) as of December 31, 2000 and 1999,  and the related
supplemental  consolidated statements of income,  stockholders' equity, and cash
flows for each of the three years in the period ended  December  31,  2000.  The
supplemental  consolidated  financial  statements give retroactive effect to the
merger of Concord EFS,  Inc. and Star Systems,  Inc. on February 1, 2001,  which
has been accounted for using the pooling of interests method as described in the
notes to the supplemental consolidated financial statements.  These supplemental
consolidated  financial  statements are the  responsibility of the management of
Concord EFS, Inc. Our responsibility is to express an opinion on these financial
statements  based on our audits.  We did not audit the  financial  statements of
Star Systems,  Inc. which reflect total assets  constituting  11.8% for 2000 and
14.8% for 1999 of the related  supplemental  consolidated  financial  statements
totals, and which reflect net income  constituting  approximately  10.7%, 14.9%,
and 14.6% of the related supplemental  consolidated  financial statements totals
for the years ended  December  31, 2000,  1999,  and 1998,  respectively.  Those
statements  were audited by other  auditors whose reports have been furnished to
us, and our opinion,  insofar as it relates to data  included for Star  Systems,
Inc., is based solely on the reports of the other auditors.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. 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 audits and the reports of the other auditors
provide a  reasonable  basis for our opinion.

In our opinion,  based on our audits and the reports of the other auditors,  the
supplemental  financial  statements  referred to above  present  fairly,  in all
material respects,  the consolidated financial position of Concord EFS, Inc. and
subsidiaries  at December  31, 2000 and 1999,  and the  consolidated  results of
their  operations and their cash flows for each of the three years in the period
ended December 31, 2000, after giving  retroactive  effect to the merger of Star
Systems,  Inc.,  as  described  in the  notes to the  supplemental  consolidated
financial statements in conformity with accounting principles generally accepted
in the United States.


                                                           /s/ Ernst & Young LLP


Memphis, Tennessee
April 4, 2001