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                                                                   Exhibit 10.47

                              CONSENT TO ASSIGNMENT

     This Consent to Assignment ("Consent") is made this 11TH day of July, 2000
by WRC PROPERTIES, INC., a Delaware corporation ("Landlord"), ORAL HEALTH
SERVICES, INC. ("Assignor"), OHS, INC. (which, together with Assignor, is
referred to as "Assignor Parties"), and AMERICAN PREPAID PROFESSIONAL SERVICES,
INC., a Florida corporation and COMPDENT CORPORATION, a Delaware corporation
(jointly and severally "Assignee").

     A. Landlord and Assignor, formerly known as Oral Health Services of
Florida, Inc., entered into that certain Lease Agreement for Office Facilities
dated April 6, 1995 (the "Original Lease"), pursuant to which Assignor leased
the Premises known as Suites 400 and 325, containing approximately 15,969 square
feet of Net Rentable Area (the "Original Premises"), in the building known as
5775 Waterford, located at 5775 Blue Lagoon Drive, Miami, Florida (the
"Building").

     B. Landlord and Assignor entered into that certain First Amendment to
Office Lease Agreement dated as of September 6, 1995 (the "First Amendment") for
the purpose of expanding the Original Premises to include Suite 320 containing
approximately 2,079 square feet of Net Rentable Area, Suite 330 containing
approximately 1,970 square feet of Net Rentable Area, and Suite 137, containing
approximately 292 square feet of Net Rentable Area (together the "First
Amendment Expansion Space"), located in the Building, and for the other purposes
stated therein.

     C. Landlord and Assignor entered into that certain Second Amendment to
Lease Agreement for Office Facilities dated February 11, 1997 (the "Second
Amendment") for the purpose of further expanding the Premises demised under the
Original Lease and the First Amendment to include an additional 1,056 square
feet of Net Rentable Area located on the third floor of the Building (the
"Second Amendment Expansion Space"), and for the other purposes stated therein.

     D. Landlord and Assignor entered into that certain Third Amendment to Lease
Agreement for Office Facilities dated June 11, 1997 (the "Third Amendment") for
the purpose of further expanding the Premises demised under the Original Lease,
the First Amendment and the Second Amendment to include an additional 1,155
square feet of Net Rentable Area located on the third floor of the Building (the
"Third Amendment Expansion Space"), and for the other purposes stated therein.

     E. Landlord and Assignor entered into that certain Fourth Amendment to
Lease Agreement for Office Facilities dated November 5, 1997 (the "Fourth
Amendment") for the purpose of further expanding the size of the Premises
demised under the Original Lease, the First Amendment, the Second Amendment and
the Third Amendment to include Suite 200 in the Building, containing
approximately 7,394 square feet of Net Rentable Area (the "Fourth Amendment
Expansion Space").

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     F. The Original Lease, the F


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