Exhibit 21.3



                         Consent of Independent Auditors


We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 333-19491) pertaining to the Prime Retail, Inc. Stock Incentive Plans of
our report dated March 21,  2003,  with  respect to the  consolidated  financial
statements  and schedule of Prime  Retail,  Inc.  included in this Annual Report
(Form 10-K) for the year ended December 31, 2002.



                                           /s/ Ernst & Young LLP


Baltimore, Maryland
March 28, 2003