23 October 1995
         
         BY FACSIMILE/
         FEDERAL EXPRESS
         
         Ms. Christina Maguire
         FMR Corp.
         82 Devonshire Street 
         Boston, Massachusetts  02109
         
         Dear Ms. Maguire:
         
         As you know, Diane Gallo and I met on October 11 to discuss 
         Digital's proxy proposal for approval of a new omnibus equity 
         plan.  During our discussion, she indicated that the ability 
         to reprice options, implied by the broad amendment authority 
         contained in the proposed 1995 Equity Plan, was inconsistent 
         with Fidelity's proxy voting policies.  
         
         I have discussed this matter with Digital's management and 
         Board of Directors.  The Chairman of the Compensation and 
         Stock Option Committee of the Board of Directors has asked 
         that I represent to you on behalf of the Committee and the 
         Company that Digital will not reprice stock options granted 
         under the proposed 1995 Equity Plan without stockholder 
         approval.
         
         I trust that this letter addresses your concerns about option 
         repricing and that it will enable Fidelity to vote its shares 
         in favor of the proposed plan.  Please feel free to call me 
         if you have any further questions.
         
         Thank you for your time and consideration.
         
         Sincerely,
         
         /s/ Gail S. Mann
         
         Gail S. Mann
         Vice President, Assistant General Counsel,
         Secretary and Clerk
         
         \sel
         
         cc:  Members of the Board of Directors