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To: Gordon Foster who wrote (362)	3/7/2000 3:33:00 PM
From: Q.	Respond to of 1931

Gordon, upon re-reading the filing, I think you are right. In what order will tendered shares be purchased? Will tendered shares be prorated? (See Section 5.).......... . First, Telesoft will purchase shares from all holders of "odd lots" of less than 100 shares (not including any shares attributable to individual accounts under the Telesoft Corp. Profit Sharing Plan) who properly tender all of their shares at or below the selected purchase price; and . Second, after purchasing all shares from the "odd lot holders," Telesoft will then purchase shares from all other stockholders who properly tender shares at or below the selected purchase price, on a pro rata basis, subject to the conditional tender provisions described in Section 6. . Consequently, all of the shares that you tender in the offer may not be purchased even if they are tendered at or below the purchase price.