INDEPENDENT  AUDITORS'  CONSENT


THE  BOARD  OF  DIRECTORS
AMNIS  SYSTEMS  INC.
Palo  Alto,  California


We  consent to the use in this Registration Statement of AMNIS SYSTEMS INC. (THE
COMPANY)  on  Form SB-2 of our report, dated February 22, 2002 which includes an
emphasis  paragraph  relating  to  an uncertainty as to the Company's ability to
continue  as  a going concern appearing in the Prospectus, which is part of this
Registration  Statement,  and  of our report dated February 22, 2002 relating to
the  financial  statement  schedules  appearing  elsewhere  in this Registration
Statement.

We also consent to the reference to our Firm under the captions "Experts" in the
Prospectus.




/s/  HOOD & STRONG LLP

San Francisco, California
March 19, 2002