April 23, 1996


Dear Institutional Holder:

I have previously told you our concerns about the Greenway proposal to
spin off Unisys' business.  I thought you should also hear the
concerns expressed by the analysts with whom we recently discussed the
proposal.  Each of the analysts has extensive experience covering both
the computer industry and Unisys; only one has had less than 10 years
experience following our company.  As a group they posses a strong
understanding of the complexities of the computer business as well the
factors driving the markets they serve.  They offer compelling
arguments AGAINST the spin-off proposal.

SUBSTANTIAL FINANCIAL AND BUSINESS RISKS ARE ASSOCIATED WITH A SPLIT-UP

There is a strong consensus among the analysts that there are
definite financial and business risks in spinning off Unisys into
three separate companies.  They point out that Unisys needs a
strong link among the three businesses to compete in a market
emphasizing client/server computing:  in order for Unisys to
compete, it must be able to "sell networks and servers connected
to either PC's or work stations."  They also observe that size is
instrumental if computer companies are to compete in today's
market and, finally, that the biggest risk associated with a
split-up is that the revenue base of the services business relies
too heavily on the installed base to succeed independently.

"This is one company as of December 31 and the fact that
they have three independent units does not make them
separate companies capable of standing on their own feet.  I
am against the split-up..."

A SPIN-OFF WOULD SERIOUSLY JEOPARDIZE CUSTOMER RELATIONSHIPS

The analysts are nearly unanimous in their concern that customer
relationships would suffer in the event of a spin-off.

"The split-up will absolutely jeopardize the customer base
that they have.  It would make it easy for the competitors
to get in there.  Their competitors are large.  Hewlett
Packard, IBM, DEC are all large companies.  Even Sun is
getting to be larger that Unisys, so there would be
competitive risks."

SPLITTING UP THE COMPANY WOULD HURT UNISYS' ABILITY TO SERVICE
ITS CUSTOMERS AND PROCURE NEW BUSINESS

Analysts are concerned that a split-up would not provide any
benefits to Unisys in servicing its current customer base or
procuring new business, and more specifically that the company,
if split into three entities, would not be able to provide full
solutions to its current customers.  Other comments include:

"The proposal does not provide benefits to UIS' ability to
service customers or get new business.  The proposal does
not provide anything -- it is too much theory and not enough
substance".

A UNISYS SPIN-OFF WOULD MEAN LOST CUSTOMERS AND LOST REVENUES.

An overwhelming majority of the analysts we talked to strongly
believe a split-up of Unisys would result in lost customers and
lost revenues.

"A split-up would risk the loss of customers and revenues.
The uncertainties may be too great for the customers.  Any
competitor would use the split-up as a reason to
reinvigorate the effort to procure customers...  The sales
force would spend too much time defending their structure
and not selling the product and services."

A SPINOFF COULD NOT MATCH THE COST-SAVINGS/SYNERGY ASSOCIATED
WITH THE "ONE COMPANY-THREE BUSINESS" STRUCTURE.

A number of analysts believe a split-up will negatively Impact
Unisys cost-cutting/synergy strategy inherent in its
restructuring.

"A split-up will eliminate the cost savings and synergy
associated with UIS' current structure.  If you have three
different companies you have three different legal and
accounting departments -- costs will be higher."

NUMBERS, PLEASE!

According to our conversations with the sell-side analysts,
Greenway has not publicly provided any quantitative evidence that
their proposed split-up will result in improved
financial/operating results or any quantitative model of the
structure of the proposed separation.

"The problem I have is the lack of details on the proposal.
I question where there are any details in existence other
than just split the company up."

IN THE INTEREST OF REALIZING THE FULL BENEFIT OF UNISYS AS A FULL
SERVICE INFORMATION MANAGEMENT COMPANY, I URGE YOU TO VOTE AGAINST THE
STOCKHOLDER PROPOSAL (PROPOSAL3).  IF YOU WOULD LIKE TO DISCUSS THE
PROPOSAL I CAN BE REACHED AT 215-986-2541.

Sincerely yours,



James A. Unruh