THE WELCH COMPANY
440 Davis Court #1602
San Francisco, CA 94111-2496
415 781 5700


December 12, 2000

03 00050 61 00121201



Jim Burkinshaw
steven_burkinshaw@becgy.com

Subject:   SDS Sales Information

Dear Jim,

Confirming our discussion this evening, you can reach Wayne Wetzel (406 444 6722; and wwetzel@state.mt.us) on the level of effort, and therefore cost, needed to get up to speed using SDS. This was discussed with Wayne on December 5, 1991, and Wayne further commented on the role of the Communication Manager.

The preliminary business plan begun in August for SDS, may provide some assistance for the summary you are preparing to explain SDS to your partners.

Additionally, a letter to SRI on November 21, 2000 lays out ideas for terms to use SDS, in addition to paying a nominal price. The basic concept is that research indicates SDS is a unique capability. Some people want SDS to improve management and earnings, as you observed today, and previously in our discussion on September 25, 2000; although, this is the beginning of the market cycle, so these numbers are small. On the other hand, a number of organizations want the design of SDS, because they believe the market will grow, and they want to create their own SDS program under the generic name of Knowledge Management. Since I have the design, and others do not, I want to protect this asset, as set out in the letter on November 21.

Look forward to hearing the results of deliberations with your partners.

Sincerely,

THE WELCH COMPANY



Rod Welch
rowelch@attglobal.net