SYBASE SIGNS INTENT TO ACQUIRE MICRO DECISIONWARE

Merger to Provide Expanded Range of Leading Interoperability Solutions for
Enterprise Client/Server Computing

EMERYVILLE, CA, January 25, 1994 -- Sybase, Inc., the Enterprise
Client/Server Company, today announced that it has entered into a
definitive agreement and plan of reorganization with Micro Decisionware
Inc. (MDI) with respect to the acquisition of MDI by Sybase. MDI,
headquartered in Boulder, CO, is an industry leader in providing
multi-platform database interoperability solutions.

The Sybase/MDI merger is intended to establish Sybase as the worldwide
leader in interoperability software products by combining the strengths of
both companies in the areas of product, distribution, and support.
Interoperability software consists of products that allow different
hardware and software platforms, data sources, and communications
standards to be connected, shielding users and application developers from
differences in products from multiple vendors. Sybase believes that the
availability of quality interoperability products is an essential enabling
factor in the growing enterprise client/server market.

Mark Hoffman, Sybase president and CEO said, "The combination of the SYBASE
architecture, our complimentary interoperability technologies, Sybase's
focus on a complete client/server solution, and MDI's specialized sales
and support organization, will offer the market the leading multi-platform
solution for linking data across the enterprise. This will result in a
single-vendor solution for integrating data across all major hardware,
operating system, network and DBMS combinations."

Mike Forster, president of MDI, added, "today's announcement redefines
client/server computing and establishes a new standard for
interoperability in the large enterprise. Virtually everything customers
have told us they want -- the architectural flexibility to use the tools
and DBMSs best suited to their business needs, a broad range of product
functionality, high performance, and an assurance that their existing
investments in technology will be protected -- is now available to them
from Sybase/MDI."

Sybase's Interoperability Commitment

Sybase set the technical standard for RDBMS client/server interoperability
when it introduced its Open Client application programming interface (API)
in 1987 and Open Server in 1989. Sybase was also first to provide turn-key
gateways for read and write access to any data source through common APIs;
capabilities for invoking heterogeneous applications and services; and an
open client/server architecture that provides a consistent framework for
integrating any software system. Current product offerings include data
access and integration products; tools for building client/server
applications; and products for replicating data. In 1993, approximately
24% of the company's annual (license) revenue was generated from the sale
of these products.

MDI

Headquartered in Boulder, CO, MDI was founded in 1980 and has become an
international supplier of multi-platform enterprise information management
tools. MDI employs 105 people in the United States and Canada and is
majority owned by Safeguard Scientifics (NYSE:SFE), headquartered in
Wayne, PA. MDI currently has an installed base of 300 customers worldwide;
1993 revenues were approximately $17 million.

MDI is best known for its family of database gateways, which allow
customers to access a multitude of data sources including SQL Server, DB2,
Oracle, and many others. In addition, the company developed a four-part
"Enterprise Information Framework" (EIF) designed to manage complex,
heterogenous computing architectures by: 1) allowing access from clients
to enterprise data; 2) providing the copying and replicating of data to
servers throughout the enterprise 3) making information consumable by
client applications; and 4) ensuring consistent, optimum sharing of data
throughout the enterprise. The company's gateway, Access Server, InfoHub
and InfoPump products are the key components of EIF.

MDI's products are deployed at more than a third of the Fortune 1000 in
markets including banking, finance, insurance, manufacturing,
pharmaceutical, energy, retail and government. Customers include Chemical
Bank, Nations Bank, ARCO, The Prudential, J.P. Morgan, Intel, Speigel,
General Mills, Johnson & Johnson, Taco Bell, and Sony.

Acquisition Details

Under the agreement, Sybase will acquire the outstanding capital stock of
MDI for shares of Sybase stock valued at approximately $25 million. MDI
will operate as an independent Sybase business unit, focusing on
client/server interoperability, that will be headed by Mike Forster,
currently MDI's president and CEO. Forster will continue as the MDI
Business Unit president and will report to Dave Peterschmidt, Sybase vice
president and general manager of worldwide field operations. The
acquisition is subject to a number of conditions including regulatory
approvals and approval by the MDI stockholders.

Existing SYBASE and MDI products will be combined in a unified product set
designed to leverage the complementary features of both offerings. These
products will be supported by Sybase/MDI, who will benefit from MDI's team
of interoperability specialists (both North America direct and
international indirect), and will be distributed through the Sybase/MDI
worldwide distribution network. Please see "Addendum I" for a
comprehensive look at the combined product set.

Customer Benefits

The Sybase/MDI merger will allow customers to optimize their existing
investment in enterprise client/server by providing increased flexibility,
greater productivity and reduced risk. Both current and future products
developed as a result of the merger will offer high-performance,
transparent access to all major data sources; a single SQL dialect for
integrated data access; and protection of customer investments in SYBASE,
MDI and all supported data sources.

Sarina Pang, vice president of client/server engineering at Banker's Trust
Corporation, a current customer of both Sybase and MDI, said, "From our
perspective, the Sybase/MDI merger is a match made in heaven. We will
benefit greatly from a single vendor offering that combines the strengths
of Sybase and MDI in the areas of R&D and support for enterprise
client/server connectivity products."

Working with Microsoft

Sybase's acquisition of MDI complements both companies' existing
relationship with Microsoft. Sybase and Microsoft have a joint marketing
and technology agreement in which Microsoft licenses SQL Server technology
for delivery on OS/2 and Windows NT operating systems. Microsoft and MVI
have also worked closely together, with Microsoft often recommending MDI's
database connectivity products for use in integrating SQL Server on OS/2
and Windows NT, with databases residing on IBM mainframes.

Microsoft's director of enterprise computing, David Vaskevitch, commented,
"The Sybase/MDI Gateways represent industry leading, enabling technologies
with which enterprise customers can integrate the next generation of
distributed applications with existing, heterogeneous databases. When
combined with a growing acceptance of Microsoft's NT ODBC and Microsoft
development tools, such as Visual Basic, Excel, and Access, this
represents a golden opportunity for Microsoft and Sybase to continue to
work together to meet the needs of corporate customers."

Sybase, Inc.

Sybase, Inc. (NASDAQ: SYBS) develops and markets a leading family of
client/server-based software products and services for on-line,
enterprise-wide applications. Sybase's integrated family of software
includes servers, tools, connectivity, and systems administration products
that provide complete desktop to mainframe solutions. Headquartered in
Emeryville, CA, Sybase markets its products worldwide through its direct
sales force, telesales, distributors, OEMs, VARs, and systems
integrators.

Sybase Inc, 6475 Christie Ave, Emeryville, CA 04608
510-596-3500;  Fax: 510-658-9441

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