
                                                                   EXHIBIT 23.02

                        CONSENT OF INDEPENDENT AUDITORS


      We consent to the reference to our firm under the caption "Experts" and to
the use of our report dated March 31, 1999, in Pre-Effective Amendment No. 4 to
the Registration Statement (Form SB-2 No. 33-68213) and related prospectus of
Saratoga Holdings I, Inc. for the Registration of 3,465,292 shares of its common
stock.



                                        /s/ ERNST & YOUNG LLP


Austin, Texas
May 5, 1999


                                     II-5

