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





February 19, 2000

03 00050 61 01021902



Mr. Alon Schwarz
President & CEO
alon@browseup.com
BrowseUp
381 Fifth Avenue
New York, NY 10001
USA

Subject:   Alon discuss SDS and BrowseUp

Dear Alon,

Melissa Hall submitted a letter today saying she reviewed SDS on the web, and offered to demonstrate BrowseUp based on common objectives, when you visit the Bay Area next week.

Not sure if Melissa's work reflects the review you planned, per our correspondence last week. While she found common ground between BrowseUp and Communication Metrics, it is unclear if this is your view. There could be a lot of opportunity to package SDS with BrowseUp, per our draft business plan, that calls for replacing the wordprocessing and the email market with a more powerful KM capability that only SDS supports.

Would like to visit on the phone in advance of meeting in order to prepare for a productive discussion, assuming you wish to consider SDS for a strategic partnership. Please let me know.

Thanks.

Sincerely,

THE WELCH COMPANY



Rod Welch
rowelch@attglobal.net