TO:  Premis Corporation
     15301 Highway 55 West
     Plymouth, MN 55447



                           UNDERTAKING OF TED ANDERSON


     1.   NONDISCLOSURE COVENANT.  Ted Anderson ("Anderson") hereby covenants
and agrees that he will not, at any time during a period of two (2) years from
the date of this Undertaking, reveal, divulge or make known to any person or
entity (other than REF or its Affiliates as defined below), any information that
relates to the business of REF or its Affiliates, including but not limited to,
customer lists or other customer information, trade secrets, formulas, marketing
plans or proposals, financial information, or any observations, data, written
material, records or documents used by or relating to the business of REF or its
Affiliates which are at the time of any such disclosure, of a confidential
nature (collectively, the "Confidential Information"), absent written consent
from REF.  "Confidential Information" includes any such information whether or
not such information was developed, devised or otherwise created in whole or in
part by the efforts of Anderson, unless such information is a matter of public
knowledge (except as a result of unauthorized disclosure to the general public
by Anderson) or is required by law to be disclosed by REF or Anderson.  Upon
termination of his employment with REF, Anderson agrees to leave with REF all
records of Confidential Information in his possession, whether prepared by
Anderson or others and whether originals or copies.

     The term "Affiliates" as used in this Undertaking means:  (i) any
subsidiary of REF or Premis Corporation; and (ii) any division of REF, any
subsidiary of REF, or any division of Premis Corporation or any subsidiary of
Premis Corporation.

     2.   NONCOMPETE COVENANT.  In partial consideration of the consideration
provided in the Stock Purchase Agreement, for a period expiring two years from
the effective date of this Undertaking, Anderson shall not, directly or
indirectly, whether as principal, shareholder, agent, partner or otherwise,
alone or in association with any other person or entity (other than REF or its
Affiliates), own, manage, control, operate, be employed by or an agent for,
participate in, or be connected in any manner with the ownership, management,
operation or control of any business which develops, manufactures, or sells
products or processes which are the same as or similar to, or which compete
with, those developed, manufactured, or sold by REF or its Affiliates.

     3.   NONINTERFERENCE COVENANT.  Anderson covenants and agrees that for a
period of two (2) years from the effective date of this Agreement, whether for
his own account or for the account of any other person or entity (other than REF
or its Affiliates), (i) induce or attempt to induce any person who was during
that period an employee of REF or its Affiliates to terminate such person's
employment relationship with REF or its Affiliates, or (ii) employ or offer to
employ any individual employed by the REF or its Affiliates during that period,
or (iii) request, advise or entice any such individual to leave the employment
of REF or its Affiliates, without the





prior written consent of REF.  Anderson further covenants and agrees that for
the same period he will not solicit any customer which is or was a customer of
REF or its Affiliates, for the purposes of providing or delivering products or
services which compete with the business, products or services sold by REF or
its Affiliates to any such customer.

     4.   REMEDIES.  In the event of any breach of any of the provisions of 1
through 3 above by Anderson, REF shall be entitled to all rights and remedies
available at law or in equity, including without limitation, the right to obtain
damages for such breach or nonadherence, the right to enjoin Anderson or any
person or entity in breach or nonadherence, and to remedy the activities which
constitute such breach or nonadherence.

     5.   ASSIGNMENT.  The obligations and rights of REF under this Undertaking
shall be binding and inure to its benefit and the benefit of its Affiliates,
successors and assigns without the consent of Anderson.

     6.   MODIFICATION.  This Undertaking contains the entire agreement between
the parties with respect to the transactions contemplated herein and shall not
be modified except by an instrument in writing signed by both Anderson and REF.

     7.   CONSIDERATION.  This Undertaking is provided as part of the
transaction contemplated by a Stock Purchase Agreement of even date between
Premis Corporation as Buyer and Anderson and others as Sellers.  The necessity
of protection as provided herein and the nature and scope of such protection has
been carefully considered and negotiated by the parties to this Agreement.
Anderson agrees and acknowledges that the covenants contained in this
Undertaking are fair, reasonable and necessary, and that adequate consideration
has been received by Anderson for such covenants.


Dated:  _____________, 1996
                                        ------------------------------
                                        Ted Anderson


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