It's a Microsoft memo from 1991, regarding a suggested attack plan to beat out IBM's OS/2, written by Joseph Krawczak, currently group program manager for Outlook at Microsoft. Here are just three damning sentences from the confidential memo:

Pursue a product development strategy that prevents IBM from claiming Windows compatibility. Prevent Windows applications from running correctly on OS/2....

Reposition OS/2 as impractical and incompatible in the minds of customers.

But 1991 is a long time ago, I hear some of you say, and there is a new Microsoft. Oh? Let's see if that's so by highlighting one of the recent Novell filings with the SEC, its work agreement with Microsoft titled "Improving Microsoft-Novell Interoperability through Open XML" and dated March of this very year.

It's regarding work Microsoft was willing to pay Novell to do to make Microsoft's cynically misnamed Open XML seem like it allows interoperability. Novell has been at work since March to make Novell's version of OpenOffice.org interoperate, sort of, but as you will see not completely with Microsoft Office 2010 so that it would at least look like Open XML works and that somebody is implementing it.

What a role for Novell to agree to play. We've had our suspicions for years, since Microsoft and Novell entered into its patent peace agreement and technical work agreement, and now we know that everything we suspected Novell was doing with its version of OpenOffice.org, it was. It is. This is the smoking gun. And the work agreement runs through November of 2011, so this story isn't over yet.

Here is the description of the project's goals:

Description: The project has three primary goals:

a) Increased interoperability between the Microsoft Office and Novell OpenOffice productivity suites through improved data portability as enabled via native support of the Open XML standard; (NOTE: all references in this SOW to “Novell OpenOffice” shall be references to “Novell OpenOffice Products” as defined in the Agreement);

b) A stronger Open XML ecosystem as enabled by implementations from multiple software vendors; and,

c) A higher quality Open XML standard as enabled by more active implementer participation in defect handling, enhancements and strategic direction setting. In this regard, the project goals include Novell being an active, participating implementer in the maintenance and evolution of the Open XML standard; Novell participating in the standard evolving in a manner that is consistent with the needs of modern productivity suites (appropriate backward compatibility behaviors, sufficient means for implementers to innovate based on customer needs, appropriate degree of stability of the standard, etc.); and Novell being a first-class implementer of the Open XML standard and actively sharing their experiences with the rest of the Open XML community.

What Novell is here letting itself be hired to do is essentially to implement *product* interoperability, not interoperability from a *standard*, so Microsoft doesn't have to make a standard that actually works like a standard is supposed to, interoperable with everyone equally.

Here are a couple of paragraphs from the 2006 technical agreement between Novell and Microsoft, ridiculously redacted to be indecipherable before it was filed with the SEC, the part about Open XML:

(a) *** will exercise its *** to *** by no later than *** that (i) the *** OpenOffice (version 2 or later) *** does or will *** Office Open XML format (“Open XML”), and (ii) it will make a *** *** If *** does not *** it will *** within the same time frame that *** in the *** on a*** to *** Open XML. *** will provide its *** to*** at least *** in advance of *** The *** will be *** not to be *** will provide *** in the *** will *** of such *** the Term, including through *** in the *** is defined in the Business Collaboration Agreement.

b) Novell Product Support for Office Open XML. No later than *** after the Translator Project makes generally available a version of its translator for word processing, and thereafter throughout the Term, Novell will (unless commercially impracticable) make prominently available *** for word processing documents. The *** can be made prominently available to a user of *** via an easily available download or by distributing the *** with each copy of a *** . No later than *** after the Translator Project releases a final version of its translator for spreadsheets, Novell will use commercially reasonable efforts to include in the *** support for spreadsheet documents. No later than *** after the Translator Project releases a final version of its translator for presentations, Novell will use commercially reasonable efforts to include in the *** support for presentation documents. Once released, Novell will continue to make the *** commercially available for the Term. If, during the Term, the Translator Project releases an updated version of its translator to reflect a new version of the relevant ODF or Open XML specification, then no later than *** following such release, Novell will use commercially reasonable efforts to make prominently available a corresponding update to *** .

Here is what else Novell was paid to do and agreed to do in the 2010 work agreement for Microsoft money:

Participation Deliverables:

• Novell will participate in at least three Ecma TC45 quarterly telephone conferences per year for a period of two years.

• Novell will participate in at least four JTC 1 SC34 WG4 telephone conferences per quarter for a period of two years.

• Novell will participate in at least three JTC 1 SC34 WG4 face-to-face meetings per year for a period of two years.

• Novell will participate in at least three DII or similar events per year for a period of two years.

Why, my simple soul ponders, doesn't the ISO do something? It's all really shocking.

The project's termination date is November of 2011. By then, Novell will presumably be sold off, but just to let the community know that Novell's version of OpenOffice.org will be a work in progress from now until whatever happens happens.

Note this work item in the work agreement:

1. Novell OpenOffice updated to skip over unknown Microsoft Office 2010-specific content.

Remember that one of the big objections to OOXML becoming a standard in the first place was that it allowed for proprietary extensions, which it was pointed out would make it difficult and indeed impossible for anyone but Microsoft and any chosen pals to interoperate with the "standard". And here you see it in real life. Under criticism, Microsoft hires Novell to be a Microsoft pal and to try to figure out a way to make Microsoft Office look like it interoperates with OpenOffice.org up to a point, not any version of it, but just Novell's version of OpenOffice.

You are not supposed to have to hire people to figure out a private way to be compatible with a true standard.

There is so much water under Microsoft's no-real-compatibility bridge. What a history this company has. Is there any other company that you know of that acts like this? If there is, email me. It'll be news to me.

I gather Microsoft would like to demo the interoperable stuff Novell comes up with to make their standard look like it works. And why is this a secret since March? March is when Groklaw was staying up nights covering the second SCO trial in Utah, as I recall very well. Like a lot of corporations, Novell wants the benefits of the community's help but not the responsibility that comes with the help.

There are five milestones in the agreement, and they all say that some features are unsupported, meaning the extensions in the Microsoft product that aren't in the standard. Here's the fifth milestone:

MILESTONE #5

• Novell OpenOffice can open Microsoft Office 2007-generated Open XML files without failures; M3 & 4 features supported; unsupported features are lost on open.

• Novell OpenOffice can open Microsoft Office 2010-generated Open XML files without failures; M3 & 4 features supported; unsupported features are lost on open.

• Novell OpenOffice can save files containing M5 features, scoped to those features supported in Novell OpenOffice, using the Open XML standard.

• Novell OpenOffice can save files containing-Novell-specific features using the Open XML standard.

The summary in the work agreement tells it true:

Opening Microsoft Office 2010 Files

1. Novell OpenOffice updated to support
M3 features and skip over unknown
Microsoft Office 2010-specific content

2. Novell OpenOffice updated to support
M4 features and skip over unknown
Microsoft Office 2010-specific content

3. Novell OpenOffice updated to support
M5 features and skip over unknown
Microsoft Office 2010-specific content

Saving Novell OpenOffice Files

4. Novell implements native Open XML
save support for M5 feature set.

5. Novell implements Novell-specific
extensions for its own unsupported
features when used with Open XML

Well, is it one? A standard, I mean. If so, which one, Strict or Transitional? Neither Strict nor Transitional correctly describes what Microsoft Office actually writes out when it writes out a DOCX file, after all, so it can't be precisely either, can it? But Alex Brown, who believed Microsoft's promises at one time, or says he did, recently wrote on his blog that Microsoft failed the standards test, failing to keep promises made, and even he says it's more Transitional:

The key breakthrough of the revision process was the splitting of the specification into two variant versions, called “Strict” and “Transitional”. The National Bodies confined all the technologies they found unacceptable to the Transitional format and dictated text to be included in the standard intended to prohibit its further use:

“The intent […] is to enable a transitional period during which existing binary documents being migrated to DIS 29500 can make use of legacy features to preserve their fidelity, while noting that new documents should not use them. […]

This annex is normative for the current edition of the Standard, but not guaranteed to be part of the Standard in future revisions. The intent is to enable the future DIS 29500 maintenance group to choose, at a later date, to remove this set of features from a revised version of DIS 29500.”

I was convinced at the time, and remain convinced today, that the division of OOXML into Strict and Transitional variants was the innovation which allowed the Standard to pass. Enough National Bodies could then vote in good conscience for OOXML knowing that their preferred, Strict, variant would be under their control into the future while the Transitional variant (which – remember – they had effectively rejected in 2007) would remain purely for the purpose of accurately specifying old documents: a useful aim in itself.

“We've listened to the global community and learned a lot, and we are committed to supporting the Open XML specification that is approved by ISO/IEC in our products.”

Mr. Brown again:

On this count Microsoft seems set for failure. In its pre-release form Office™ 2010 supports not the approved Strict variant of OOXML, but the very format the global community rejected in September 2007, and subsequently marked as not for use in new documents – the Transitional variant. Microsoft are behaving as if the JTC 1 standardisation process never happened, and using technologies (like VML) in a new product which even the text of the Standard itself describes as “deprecated” and “included […] for legacy reasons only” (see ISO/IEC 29500-1:2008, clause M.5.1).

And what about this Novell work agreement -- what do we see being used, Strict or Transitional? Actually, neither, in that Novell is working to interoperate with a Microsoft *product*, not the standard, but it's more Transitional than Strict, if you had to pick just one, according to an expert whose brain I picked. And here's a question for Brown: Is the committee doing anything proactive, like removing Transitional or seeking harmonization with ODF? Is it only Microsoft that failed the standards test?

Here's another Microsoft promise it made back then:

“We are committed to the healthy maintenance of the standard once ratification takes place so that it will continue to be useful and relevant to the rapidly growing number of implementers and users around the world.”

Microsoft has many enemies who will no doubt see the current state of affairs as proof that Microsoft never even intended to be good standards citizens....

And if we look elsewhere within Microsoft we can see – for example from their engagement with HTML 5 and work on MSIE – that they can move in the right direction when the will is there.

So why – given the awareness Microsoft has at the top, at the bottom, and round the edges – does it still manage to behave as it does? Something, perhaps, is wrong at the centre — some kind of corporate dysfunction caused by a failure of executive oversight.

More recently, Brown ponders whether Microsoft can ever redeem itself:

Can there be redemption for Microsoft, whose Office 2010 product has now hit the shelves using the deprecated transitional variant of OOXML and a load of Microsoft extensions? Well, in time, maybe …

There has been much discussion in WG 4 how to standardize Microsoft’s extensions which – although they use the extension mechanisms described by the IS 29500 – are not themselves described in any standard. They’re currently documented on MSDN. How should they be standardized? In a multi-part Standard? in a registry? or what? Ultimately WG 4 concluded we should do nothing – we are not hearing any market demand for standardizing Microsoft’s extensions and so we will wait. Of course this means that as Microsoft adds more and more extensions to subsequent versions of Office the proportion of it described by the text of IS 29500 will diminish. We shall have to wait and see what the market thinks about that. Personally, I feel it is critical that procurers of OOXML-based suites pay careful attention to this aspect of MS Office and (I have written this before) know that MS Office 2007 – not 2010 – is the only version which (modulo bugs/defects) conforms to OOXML unextended. It is my guess that future large-scale procurers of MS Office may want to specify which extensions they want (maybe none), and I would like to see the conformance language of OOXML beefed-up making such procurement specifications easier.

So what was Novell hired to use in its work on OpenXML, Transitional or Strict? We see what they are using, yet note that the Work Agreement cunningly says:

NOTE: all references in this SOW to “ISO/IEC 29500” shall be references to “ISO/IEC 29500:2008”

Portions of the work agreement document have been omitted for confidentiality purposes, but look at the goals at the beginning if you have any doubt about its purpose: "Increased interoperability between the Microsoft Office and Novell OpenOffice productivity suites through improved data portability as enabled via native support of the Open XML standard"-- in other words, it's about two products becoming more interoperable, not implementing a standard in the usual sense, or actually in any sense that I understand.

Irony is dead. Here you have a so-called standard being used for exclusivity, so Microsoft and Novell have special interoperability that others can't enjoy.

And as for Novell's awful role, obviously, Novell executives never grasped the essence of Linux or FOSS. That explains a lot, including the company's downfall in the end, don't you think? Selling out the community in secret does not a long-term business plan make. And to everyone who pushed for or accepted Novell's version of OpenOffice.org, what's the plan now? Seriously. Time to really make a plan. Microsoft does. How about the community? How stupid are we?

In September, just as a side point, Brown noticed this revealing comparison of Google Search with Bing, a side point but still on the theme of how Microsoft behaves:

Trying to download the latest version of OpenOffice.org™ I typed "openoffice" into Bing, and was surprised to get back a page of results which did not contain the official OpenOffice.org site. Google however, returned it as the top result.

Hmm, maybe not specific enough. I try entering "openoffice.org" into Bing. Same thing. Google again returns the official OpenOffice.org site as the top result.

Curious now, I enter into "free office download" into Google and again get the OpenOffice.org Site. Performing this with Bing I'm given a page for Microsoft® Office™ downloads and add-ins.

Search neutrality? pah - these two search engines have a very different view of the web it seems!

And in the end, Novell, what happened? Did partnering with Microsoft benefit Novell? The company, I mean, not the board of directors and executive officers, who admit in the preliminary proxy statement that they will benefit personally from the sale to Attachmate:

Interests of Our Directors and Executive Officers in the Merger

When considering the recommendation of Novell’s board of directors, you should be aware that Novell’s directors and executive officers have interests in the merger other than their interests as Novell stockholders generally, as described below. These interests may be different from, or in conflict with, your interests as a Novell stockholder. The members of our board of directors were aware of these additional interests, and considered them, when they approved the Merger Agreement. These interests include the following:

• enhanced severance payments and benefits upon a qualifying termination of employment;
• the accelerated vesting and cash out of equity awards and the accelerated vesting of deferred compensation arrangements; and
• following the effective time of the merger, the surviving corporation of the merger will provide continued indemnification and directors’ and officers’ liability insurance applicable to the period prior to the effective time of the merger.

Say, wasn't Microsoft supposedly partnering with IBM on OS/2? I am looking for examples of partnering with Microsoft paying off. I was thinking I'd like to make a list showing what happens to companies that have partnered with Microsoft. Wouldn't that be fun? If anyone has some, please send them to me, because all I see is IBM and Novell and i4i and now Yahoo, not to mention all the competitors who got the shaft like WordPerfect and DR DOS and so many more. I think I may be forgiven for concluding that partnering with Microsoft is typically the kiss of death. But let's see what the data shows, once we collect it.

Wait. I wonder if i4i knows that while Microsoft removed the extension that was found to violate i4i's patent from its product, it's still in the standard? If not, shout out to i4i.

A big thank you to Groklaw's volunteer, kattemann, who did this long memo as text, and to all of you taking the time to make this history complete. Thanks to this Comes collection, whitewashing Microsoft's behavior in the past is that much harder for them. And the new work agreement with Novell is the piece bringing it all to the present day.

We're still working on the Comes collection, so if you'd like to help out, just go to this jumping off page, pick an exhibit on any page that isn't done yet, and then after you do it as text, ideally with the HTML in the style you see there, just email me in a plain text email with your work or just post it as a comment on whatever is the most recent article.

Incidentally, here's the memo's author, still at Microsoft, working on interoperability, natch. Krawczak is now Microsoft’s group program manager for Outlook, as I mentioned, and look what he's been involved in:

Microsoft has released a set of open-source software tools and technical documentation designed to enhance the interoperability and flexibility of Outlook data. Specifically, the material facilitates the portability of data in .pst files, allowing government and commercial users more flexibility in storing, sharing and manipulating information created in Microsoft Outlook.

Joseph Krawczak, Microsoft’s group program manager for Outlook, said the company recognizes that its customers are increasingly working in complex, heterogeneous environments that require the ability to use data across a range of platforms and applications. In this context, interoperability is the ability to easily move data stored in Outlook .pst files to multiple platforms with programs and applications created by multiple vendors, and to use it from any of those applications.

The new tools and documentation allow developers to build new applications that interoperate with Microsoft Outlook and the data it stores. “While it may seem counterintuitive, we believe that welcoming competition and choice will make us more successful and it will create new opportunities for our customers, partners and developers,” he said.

From an organizational standpoint, the new Microsoft offering allows government agencies, or departments within an agency, to create a framework for information sharing. According to Krawczak, the material provides technical details on protocols for communicating with data stored in the .pst file format, and provides information on navigating folder hierarchies and vendor data structures. He says that Microsoft’s open source project provides government agencies with the ability to easily access data stored in .pst files in their own software solutions without having to invest in building these functionalities themselves.

Update: Novell's Michael Meeks has responded, although it's a personal response, not a Novell one. I find it profoundly disturbing. Boiled down to its essence:

Of course, those that don't learn from history are doomed to repeat it, and caution is useful, however - the Novell association is via a published agreement whereby Microsoft helps to fund the development of improved interoperability between the Free Software desktop world, and Microsoft Office - which at least on the face of it appears to be the opposite of creating incompatibility.

Why would they do that ? and is Novell per-se evil for writing this software ? In part, it is true that having a second implementation of OOXML is helpful to improve the standard, and make it more acceptable. Given their need for that, I prefer a Free Software second implementation (available to all under the LGPLv3) instead of a proprietary alternative. Novell has different needs: to serve its customers, who have real interoperability requirements which this work helps to meet.

Another, interesting charge is that this creates private interoperability between only Novell and Microsoft's Office suites at everyone else' expense. Indeed by reading the repeated mention of things like "Novell OpenOffice productivity suite" you could easily be annoyed into that conclusion. Of course, this is not the case. Since we cannot promise something that other people deliver - it is necessary to phrase everything in terms of an abstract Novell Office product; obviously. However, all of our code is publicly available to others under the LGPLv3. Furthermore, there is no private or special information we have on the standard or implementation beyond what is published and public.

And Novell's excuse for entering that toxic peace plan was allegedly its customers also. But when you put customers, meaning making money, ahead of loyalty to the folks who write your software, you end up not only causing damage to the ecosystem, you end up having business troubles, because you annoy people and they won't recommend your product. Deals with the devil don't ever work out, as Novell is now learning. Secret deals are even worse.

As for whether it's helpful to work on OOXML, my position would be that Microsoft never really lets it fully happen anyhow, so Novell's work is depressingly incomplete. And it always will be, due to the "standard" allowing for proprietary extensions. Why would the community want to accept that or make it seem acceptable? Anything that props up this god-forsaken "standard" is counterproductive. One standard is all one needs, and ODF preexisted OOXML. Doing work to make OOXML look legitimate is unfortunate. If no one implements OOXML ever, it will be rejected by ISO in time, so in reality the work Novell is doing is harmful. That's my unaltered opinion. And the damage now that this secret agreement has been made public and Novell comes across as a double-dealer is unalterable, and there can be no recovery. Not with me.

And while Meeks tells us that agreeing contractually to show up at standards meetings is inconsequential in that "Novell's presence does not imply uneqivocal support for any standard, and we give our candid opinion, and demos of Free Software in those situations", the fact is it's appalling to agree to show up at all on Microsoft's dime. Obviously, Microsoft intended that Novell would help them, and they paid them not to show up and be neutral but to be helpful, and Novell has helped them, in reality. Miguel "OOXML is a superb standard" de Icaza is the low water mark, since it's obviously not the case and it never was true, but if you were going to show up and be independent, what was Microsoft paying you for?

I mean, we didn't just fall off a turnip truck.

And when you attended these events and meetings, did you openly tell that you were being paid by Microsoft to be there but that you'd try to be independent just the same? At a bare minimum, you should have told.

I'd very much like to hear LibreOffice speak on this topic, in that most of their committers are Novell employees, last I look.

Update 2: Simon Phipps tweets that Miguel is sincere even when wrong, and so we should all lay off him. And he provides a link to Miguel responding on his blog now also.

I provide the links so you can reach your own conclusions. But here's mine. The damage from Mono is real, regardless of motives. And the community is foolish not to say so and mean it. This isn't about personalities. What does motive have to do with it? Sincerity can be more dangerous. And this is about danger. It's about the community trying for code that is safe for everyone to use, unencumbered by Microsoft patents. If anyone is endangering the community with encumbered code, we need to defend against it. I don't care about sincerity.

And why, pray tell, would it *ever* be all right to offer the community such encumbered code deliberately? If you follow the links in the article linked to above about him saying OOXML was superb, you will find him suggesting that to be safe, everyone download Mono only from Novell, due to the patent situation. Is that acceptable on any possible level? Not to me.

But let's address the sincerity issue. Can anyone reasonably really think OOXML is superb? Superb how? Because it's not. As a standard, it's failed. The way you measure a standard is who can use it, how many do, and whether it works as passed. If it were superb, Microsoft wouldn't have to hire Novell to make it sorta work, now, would they? No one uses it. Novell was hired to make it look like they do. Lots of folks use ODF, yet here's Miguel once again complaining about alleged flaws in ODF and saying that OOXML is fine because ISO approved it. Puh lease. We got a window into the kinds of things Microsoft did to make that happen. Many consider that vote tainted.

Worse, they made promises that Transitional would be just for a while, that they'd work to move to Strict if everyone would vote for them. The guy who moderated the voting process tells us that this promise was made. What happened to that promise? Is it superb that no one uses the promised standard, Strict, because they can't? We see in this work agreement with Novell that instead of keeping their promise, they are hiring Novell to work backwards to make stuff work with Microsoft *products*, using Transitional mainly, I gather, instead of making products align with the standard, the one they promised they'd provide. That is violative of promises Microsoft made to get the "standard" approved by ISO. How is that superb? Can anyone in sincerity claim that it is? Superb at what? I'd like to hear about it if anyone can seriously make that argument with specificity.

And if anyone thinks that a standard that allows proprietary extensions is superb, he might not be in tune with the goal of a truly free operating system, where the end user controls his own computer and gets to know what is happening on it. That's the community's goal, is it not? If not, what was it all for? How can such a "standard" ever be better than one already in existence that is open and free? What kind of values are these?

As for secret deals with Microsoft, if what Novell was doing was so wonderfully helpful, why didn't they tell us at the time the deal was signed that they'd be doing this wonderful work? I mean, come on. Seriously tell when you take money to show up at standards meetings.

No. The unalterable truth is that something awful happened. Something that we can't ignore now that we know about it. And it cannot be justified. Not to me. As usual when awful things happen, Microsoft money is there in the center of the tableau, and so when we pull back the curtain suddenly, we see folks with their pants down and their hands out. I'm speaking of the company here. And to me, at least, it's disgusting. Doesn't it frame the sale of the 882 patents to a Microsoft-organized consortium in a clearer context? How could Novell do that, we asked. Now we know. It was part of a larger picture. We know now what we are dealing with inside the community. So it's time to face up to it and start to plan on how to deal with it. As usual with problems, the first step is to acknowledge the problem honestly. And the problem is, not to put too fine a point on it, how to deal with Community Rats, corporate or otherwise, taking money from Microsoft and then subtly deflecting the community away from its goals. And now there is a new category: those who are sincerely misguided into thinking that doing deals with Microsoft won't damage the community in the end. It doesn't matter at all if they are sincere or not, even if they don't even comprehend the problem. What matters is the damage that results or can result. I expect Novell would argue that what they did was a good thing. But can anyone argue that the 882 patents are not damage, regardless of Novell sincerity?

Incidentally, there is still time to sign up with OIN and get protection from those patents. The deal doesn't close until January.

Groklaw's job is to notice danger, particularly legal issues, and then tell it out. And I certainly will continue to do exactly that.

Here's the Comes exhibit, # 1116, then, as text:

*************************************************

Microsoft Confidential — Do Not Distribute November 20, 1991

OS/2 2.0 Attack Plan -Draft Only-

To: - Draft -

From: Joseph Krawczak

Cc: Attached List

Overview

Windows has sold nearly 7MM units world-wide, and is the most popular
operating system in the world after MS-DOS. However, IBM is poised for a
competitive assault with OS/2 2.0. In spite of our success, there are still areas,
especially in large corporate accounts, where we will be under strong
competitive pressure from IBM. Any success with OS/2 will greatly
strengthen IBM's position as a major competitor in the operating system
business.

It is therefore critical that we prevent OS/2 2.0 from eroding Windows
momentum and defeat IBM's attempt at gaining a foothold on the desktop with
OS/2. To do this we must:

• Pursue a product development strategy that prevents IBM from
  claiming Windows compatibility. Prevent Windows applications from
  running correctly on OS/2.
• Redefine what Windows is with Windows 3.1. Set a new bar for
  Windows functionality and requirements for compatibility.
• Reposition OS/2 as impractical and incompatible in the minds of
  customers.
• Design and execute a competitive response to OS/2 2.0 in every arena
  we compete in – corporate accounts, resellers, ISVs, OEMs, Press, etc.

IBM's attack plan .................................................................................2

Comparing Windows 3.1 and OS/2 2.0................................................6

Attack Plan - Future Development Strategy........................................7

Attack Plan – Repositioning OS/2.........................................................8

Attack Plans by Channel.......................................................................10

Resource Needs.......................................................................................18

MS 0072031
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

IBM's ATTACK PLAN

Product Positioning

"OS/2 2.0 is the integration platform, offering better DOS than
DOS, better Windows than Windows, and better OS/2 than OS/2".

Support Points

Better DOS than DOS
Run every DOS application you have better.

• Better protection - multiple virtual DOS machines.
• More memory available - 633K conventional, 16MB XMS, 32MB EMS,
  512MB DPMI.
• Background DOS application execution.

Better Windows than Windows

• Runs Windows 2.X and 3.0 apps
• Better protection via MVDMs
• Cut/Paste and DDE to OS/2 PM apps
• Benefit from OS/2's HPFS, pre-emptive multitasking, 4K demand
  paging.

Better OS/2 than OS/2
Easy to use

• Workplace Shell - drag and drop, object oriented, applets, graphical
  install, server install.
• Better integration - combine data from DOS, Windows, and OS/2 apps.

Powerful OS

• 32 Bit Architecture - exploits 386, 486 flat memory model, 4k demand
  paging.
• Protect mode . NVDMs, apps run in protected memory
• Pre-emptive multitasking. Multiple threads.
• HPFS and enhanced FAT
• Adobe Type Manager built-in

Reliable

• Better architecture - as above
• Reliability, Service and Support - Built in and backed up by IBM.

MS 0072032
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

IBM's Repositioning of MS DOS and Windows

Repositioning

"DOS and Windows are only appropriate for simple applications on lower-end
hardware. For higher-end hardware, sophisticated apps, mission critical
development, connectivity, or full support for IBM's hardware, you need the
advanced features of OS/2 2.0."

Support Points

DOS is a weak foundation

• Primitive memory management, not protected, not multitasking, not
  GUI.

Windows is just a DOS extender

• Adds a GUI "shell" to DOS, but not protected, not pre-emptive,not 32
  bit, not reliable, doesn't connect to IBM hardware.

IBM's Attack Plans by Channel

Corporate Accounts/Corporate Developers

Traditionally IBM's strongest area. They will market OS/2 into corporate
account segments by:

MIS

• Build on years of MIS direction setting power to make OS/2 the
  corporate standard. A full court press by IBM reps
• Use the Early Experience beta program to promote early trial and
  evaluations.
• Show how OS/2 becomes the strategic foundation for enterprise
  computing - SAA, CUA, connectivity, etc.
• Position OS/2 as a requirement for connecting with IBM hardware.
• Introduce FUD that not going with OS/2 will threaten IBM support for
  IBM hardware and big-iron systems.

Corporate Developers

• Position OS/2 as the strategic foundation for enterprise computing -
  SAA, CUA, connectivity, etc.
• Position OS/2 as THE choice for stability, protection, multitasking, and
  32 bit benefits for mission critical application development.
• Promise developer support with IBM sponsored and third party
  development tools, conferences, and developer seminars.

Corporate End Users

IBM traditionally not focused or skilled at directly reaching end users. But
they will make a bigger push at this than ever before by:

MS 0072033
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

• Reaching end users through a broad advertising and PR campaign on
  OS/2.
• Rolling out a Windows to OS/2 upgrade program.
• Using OS/2 mission critical apps to drive OS/2 onto organization
  laptops.

Advertising

Ads

• Huge advertising campaigns for OS/2. Big ongoing presence now in
  trade press, and business trade campaign at product ship. Currently
  executions likely to be continued product awareness/positioning
  campaign as currently running. Launch ads likely to focus on big
  announcement campaign at ship with direct response upgrade ads. Post
  ship likely to be a momentum/testimonial campaign. Also, currently
  running some TV spots as part of the 10 year anniversary of the PC,
  focusing on PS/2's.Likely that these will shift to highlighting OS/2 2.0
  at ship.

Press/PR

Tradeshows

Increase presence at major tradeshows and vertical MIS related shows and
make OS/2 their central message.

Press editors

• The OS/2 vs. Windows issue naturally takes on bigger proportions with
  the press as an IBM vs. Microsoft story. This may tend to increase
  overall coverage of OS/2 vs. Windows issues.
• Unprecedented (for an IBM software product) press tour scchedule. Will
  meet with editors regularly, and supply with white papers, videos,
  demos, etc. Key PR messages will be 1) OS/2 is leading OS technology,
  and 2) IBM is customer driven and committed to meeting its promises.

ISVs

• Recruit and buy key development tools for OS/2 PM as needed - Borland,
  Micrografix, etc.
• Use every leverage point they have to get major ISV's to commit to PM
  apps - offer "partnerships" with IBM, co-marketing deals, official IBM
  endorsement of their apps and sales force backing. Even outright
  payment for PM apps.
• Promote OS/2 as the leading technology platform for developers.
• Highlight unique advantages over Windows.
• Position OS/2 as the safe future direction.

OEMs

IBM's goal is to

• Make sure OS/2 works on key OEM hardware.

MS 0072034
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

• Prevent Microsoft from offering MS OS/2 to OEMs, so that OEMs
  are forced to go to IBM to be able to provide it to their customers who
  want it. (Rich Fade- is this correct?)
• Offer low-price royalty deals with OEMs. Try to get OS/2 bundled/pre-
  installed to the exclusion of Windows.

Resellers

IBM's goal will be to get wide distribution for the first time. A key challenge
will be moving out from PS/2 resellers into broader channels. IBM will likely:

• Launch a retail SKU for SRP of $149.
• Offer a small OS/2 upgrade SKU for all MS DOS users for $49.
• Create aggressive programs for bundling OS/2 with PS/2 machines.
• Do a major reseller tour 2-3 months before launch, highlighting OS/2
  end user and corp. account demand generating programs, then offering
  big stocking program incentives to get sell-in.
• Use an array of marketing funds, stocking credits, display incentives,
  and SPIFFs to promote OS/2 display, local promotions, and RSP
  awareness.

End Users

IBM's goal is to broaden awareness of OS/2 beyond corporate accounts and into
the broader market.

• Big ad campaign, as above.
• Use the Early Experience beta program to encouragee early trial.
• OS/2 end-user upgrade program, including direct upgrade sales and
  direct response advertising.
• Stronger retail presence for OS/2.

International

IBM has an even stronger hold on corporate accounts internationally than in
the U.S. Also, they have greater OS/2 penetration and adoption, and relatively
more large corporate organizations have committed to OS/2 development.
IBM's basic strategy will be to:

• Ship localized versions of OS/2 ASAP.
• Roll out full marketing efforts as in U.S.
• Bring even stronger pressure to bear on corporate accounts and MIS
  decision makers. Be even blunter about tying OS/2 to IBM hardware for
  connectivity and continued IBM support.

MS 0072035
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

Comparing Windows 3.1 and OS/2 2.0

Windows 3.1 vs. OS/2 2.0

See the Attachment 2 draft of a "Fast facts" comparison card which lists
Windows advantages and parity features wiih OS/2. We can list over 100 items
in which OS/2 does not offer equal functionality, support, or compatibility in
areas such as user interface, hardware support, application support,
performance, and industry support.

Critical issues for customers comparing Windows 3.1 and OS/2 2.0

However, for the broadest end user market, a critical insight is that much of
this detail will not be meaningful. When comparing Windows and OS/2, there
are 2 major customer segments that have different information needs to
determine what operating system to choose.

Intensive Evaluators

MIS decision makers, corporate developers, OEMs, and press reviewers are the
most "intensive" evaluators who will make the most thorough and product-
oriented comparison. For these groups we need to muster an array of
information- quick comparisons, detailed evaluation guides, white papers on
key topics, performance benchmarks, developer migration guides, etc.


End Users

The end-users and resellers representing the broadest market will be less
"intensive" evaluators, who will make decisions primarily on net impressions
and recommendations of others. For these groups we must boil down our key
competitive messages vs. OS/2 into a simple repositioning that gives them a
compelling reason to stay away from OS/2.

MS 0072036
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

Attack Plan - Repositioning OS/2

We need simple, compelling message for the broad market, and a detailed,
product-focused message for sophisticated evaluators and developers.

Repositioning OS/2

"OS/2 is too impractical and incompatible for most PC users."

Support Points for the Broad Market

Incompatible

• OS/2 doesn't support Windows 3.1, so is incompatible with my Windows
  needs.
• OS/2 doesn't run a lot of Windows applications correctly.
• OS/2 doesn't support many non-PS/2 machines.
• OS/2 doesn't support many popular peripherals- printers, video displays,
  etc.

Impractical

• OS/2 only runs on 386 4MB machines or greater.
• OS/2 is big and complicated, and will be a training challenge and a
  support headache.
• OS/2 doesn't really let you use your installed base of Windows
  applications.
• OS/2 doesn't really let you leverage your Windows skills and knowledge.
  The Workplace shell has its own new rules, and will take a lot of
  retraining.

Additional Support Points for the Evaluator

In addition to the above support points, we will add the following for the more
sophisticated evaluator customer:

Incompatible

• More detail on how OS/2 does and does not support Windows and
  Windows applications.
• Cut/Paste metafiles
• DDE problems
• TrueType support?
• OLE support?
• Performance comparisons of Windows apps on Windows vs. OS/2
• Code page handling problems

MS 0072037
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

Confused Product Strategy

• What is OS/2 3.0 going to be? What about Nextstep, GO. Pink?
• IBM does not have a clear OS product strategy.

A Compromised Development Platform

• Doesn't have the acceptance and support that Windows does.
• Not really 32 bit. Move towards Win 32.
• Not really protected- MVDMs can bring down system, no local reboot,
  etc.
• Performance hit for PM apps.
• Problems with device support.

Windows works today and tomorrow

• 3.1 offers reliability and complete Windows application support.
• Windows connects in your environment. Robust connectivity solutions
  today.
• Windows has a clear product strategy moving towards a modern,
  protected, non-compromised OS with Windows NT.
• Your investment in Windows will be protected 100%- from customer
  end user training to your current Windows code.

MS 0072038
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

Attack Plan -Future Development Strategy

Development Strategy for Incompatibility

Short Term - Deny IBM's "Better Windows than Windows"
Positioning

Preventing the customer perception that OS/2 delivers real Windows support,
while at the same time increasing the penetration and adoption of Windows
3.1, will remove OS/2 from the consideration set for most customers. We must
use every Windows-related development activity as an opportunity to destroy
this claim, both in terms of actual product compatibility and then in terms of
customer perception.

Long Term - Development Opportunities

TBD based on analysis by Brian Moran.

Will focus on fundamental development issues that would prevent OS/2 from
claiming Windows compatibility, or from running Windows applications
correctly. Some possible areas for investigation- problems for API mapping,
Metafile extension problems, problems handling different codepages, driver
design, patenting unidriver, etc.

Product Opportunities

Windows 3.1

Raises the bar with TrueType, OLE. Need to quickly drive market acceptance
of Windows 3.1 so that it redefines what it means to be Windows, and so makes
OS/2 2.0 obsolete the day it ships.

Multimedia extensions to Windows

Windows supporting the latest multimedia technology, and is leading the
industry toward a common standard. OS/2's multimedia efforts do not support
Windows.

Windows for Pen Computing

Windows again leads the industry in implementing and standardizing leading
edge technology. OS/2 again is incompatible, and IBM's pen efforts are
confused and non-standard.

WinBall

Networking for Windows, not Windows under OS/2. Raises the bar again for
what Windows is and brings to customers.

Win 32

A 32 bit operating system that OS/2 does not offer or support.

MS 0072039
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

Windows NT

A modern, protected OS that fulfills the promise of a powerful OS with full
Windows compatibility.

MS 0072040
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

Attack Plans by Channel

Corporate Accounts/Corporate Developers

Windows Situation

High awareness and trial. Increasing adoption and penetration. Little
awareness of value of 3.1. MIS "on-hold" for long-term strategy decisions.

OS/2 Situation

Heavy IBM shoe leather in large accounts. High awareness with MIS, mixed
outside MIS. Beta trial in MIS. Low trail[sic] and use outside of MIS. MIS-driven
adoption in a few accounts. Little E/U adoption.

For accounts/corporate developers that have committed to OS/2- varying
degrees of uncertainty and confusion over OS directions and futures. Current
commitment makes migrating to Windows difficult politically and technically.

Pre-launch

For corporate evaluators/MIS:

• Maximize beta opportunity to build awareness of 3.1 and set the criteria
  to be used for evaluations.
• Ship evaluation guide, white papers to beta sites.
• Have field follow up on beta.

For corporate developers:

• Make sure they have an opportunity to begin using 3.1 beta 3.
• Provide with evaluation guides.
• Produce a "heapwalker" utility that shows how OS/2 is not fully
  protected.
• Produce a migration guide for moving from OS/2 development to
  Windows development.
• Provide a set of development migration aids and tools.

Launch

• Field to kick off large scale evaluation of Win 3.1 and OS/2 2.0
• Force IBM into the open on issues- Win support, hardware support,
  training, application support, TT, OLE.
• For developers, make sure that our development migration kit gets wide
  distribution.

Post-launch

• Field to follow up with info, and close the decision for Windows.
  Continue forcing evaluations, decisions for Windows, and shut out OS/2.
• Keep developers up to date on latest Windows developments- Win32,
  Win NT.

MS 0072041
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

Resellers

Windows Situation

Huge awareness. Win + Win apps increasing as % of sales. Most hot new
apps are Win apps.

OS/2

Uneven awareness. Very limited distribution. Little customer demand,

Pre-launch

Sell in huge launch program to use up a large share of reseller awareness,
resources, and dollars with broad Windows 3.1 training, stocking incentives,
marketing dollars for local promotion, and display incentives. IBM will be
rolling out their channel promotions, but resellers will be betting on Windows
for volume.

Launch

Roll out launch program. Build huge traffic and demand for 3.1. Use our high
volume to command high % of reseller resources and so shut out OS/2
distribution and channel promotions.

Post-launch

Use 3.1 launch success to build reseller focus on broadening Windows and
Windows-related sales. Pursue increasing Windows bundles on new hardware,
train RSPs to follow up with Win application sales, encourage top outbound
resellers to provide value added Win services and support. Redefine the
Windows business to be much more than the Windows SKU itself, so as
Windows grows, reseller business does with it, to the relative exclusion of
OS/2.

MS 0072042
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

Press

Windows Situation

100% awareness. High adoption. Broad support.

OS/2 Situation

High interest in MS vs.IBM story, Win vs. OS/2 story. Skeptical of IBM
claims. Will hold IBM to promises.

Pre-launch

• Reinforce our customer focus.
• Make sure reviewers understand significance of 3.1.
• Ship evaluation guide for use when looking at betas.
• Set the criteria for what makes a great OS.
• Set a high bar for Windws compatibility claims on OS/2 with the press.

Launch

• Saturate press with Win 3.1 info, momentum.
• Ensure all editors, reviewers equipped with info for evaluation.
• Compare shipping OS/2 against IBM promises.
• Encourage evaluations.

Post-launch

Shut out OS/2 from winning endorsements. Reaffirm Windows as the people's
choice and the path to the future. Focus on Win 3.1 success and momentum with
customers and in the industry.

MS 0072043
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

End Users

Windows Situation

High awareness. Broad trial. Increasing adoption and usage.

OS/2 Situation

Uneven awareness. Very limited trial.

No broad end user adoption.

Pre-launch

Increasing Windows satisfaction- Focus newsletter, WTW's, Resource Kit.

Show broad Win adoption and support- ads, PR, apps.

Launch

Touch 50X the number of people IBM can touch through Focus upgrade
mailings to 1MM+, Introductory WTWs at launch to 50K+, and broad presszbr/> coverage.

Drive Win 3.1 awareness and adoption on an unprecedented scale

Reposition OS/2 as impractical, incompatible, and obsolete in minds of
customers through PR messages, evaluation materials, and comparison guides.

Post-launch

Continue driving Win 3.1 awareness and adoption.

MS 0072044
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

OEMs

Windows Situation

OEM support growing in breadth and depth. Increasing customer demand for
Windows is clear to OEMs. OEM Window shipments growing in US and Intl.

OS/2 Situation

Little internal OEM support for OS/2. However, OEMs must be able to address
the needs of their corporate customers who have committed to OS/2. Critical
insight is that OEM needs for responding to OS/2 are the same as corporate
account/corp. account developer needs, since these are the customers OEMs
service.

Pre-launch

Use upcoming 3.1 launch as opportunity to increase overall Windows OEM
sales.

Develop corporate account materials for distribution by OEM sales forces-
evaluation guides, product comparisons, OS/2 to Windows development
migration guides and tools.

Train top OEM support staff on Windows 3.1.

Launch

Announce new Windows 3.1 OEM deals.

Post-launch

Follow up with additional support and evaluation materials as needed.

MS 0072045
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

ISVs

Windows Situation

Very broad ISV support. ISVs are market driven, so are focused on Windows
as the hottest platform in the market.

OS/2 Situation

Uneven support among commercial ISVs. A few pockets of ISVs support OS/2
if tied to IBM in some way, or for vertical apps for OS/2 accounts. The best
and largest ISV development efforts are all focused on Windows.

(From CameronM's perspective, commercial ISV's are not a real issue given
market focus. The hard problem is corporate developers who are not affected
by market, and may already be committed to OS/2 development. See Corporate
Developers.

Pre-launch

Encourage ISV development requiring/supporting Windows 3.1 functionality.
Adopt internal longer-term development strategy to make OS/2 incompatible.

Launch

Highlight applications that take advantage of 3.1.

Post-launch

Ongoing evangelism for development for new Windows products- Win32, Win
NT.

MS 0072046
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

International

Windows Situation

High awareness and trial. Adoption slightly trailing U.S.

OS/2 Situation

High awareness. High trial among developers and evaluators. Many corporate
accounts heavily influenced by IBM, and already committed to OS/2.

Pre-launch

Follow U.S. program for leveraging the Windows 3.1 beta for increasing
awareness and evaluations.

Localize and distribute evaluation guides, white papers, and competitive
information.

Encourage subs to follow launch activities with same goals as U.S. programs
for resellers, corp. developers, and OEM's.

Launch

Simultaneous launch as U.S.

Post-launch

Roll out Intl Champions programs to drive adoption. Localize Resource Kit,
Focus, and WTW's.

MS 0072047
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

MS Field Sales Force

Windows Situation

Big Share Drive focus on Excel-Word. Don't really sell Windows. Perception
problem with 3.1 seen as minor rev.

OS/2 Situation

IBM in some of their accounts. A few alarms and fires. Need more tools and
info to combat.

Pre-launch

Win 3.1 product training for entire field at RKO's. Provide competitive tools
and info.

Roll out beta evaluation program with wide field support- find 2,000 evaluators
for the evaluation beta kit, with field follow-up on key evaluators in corporate
accounts.

District rollouts in Feb-March to train on selling Windows, competition.

Broad CPP in March, tied to evaluation materials.

Launch

Launch events in 20 districts with top Corp. Account decision makers and top
resellers.

A week of WTW for corporate account support professionals, consultants, and
resellers.

Post-launch

Upgrade promotions in accounts.

Close evaluation decisions in favor of Windows.

MS 0072048
CONFIDENTIAL

11/20/91 19 20

Microsoft Confidential — Do Not Distribute

TOOL NEEDS

Development Strategy

Review products and product strategy for opportunities to prevent OS/2 claims
for Windows compatibility.

Competitive Tools

Fast Facts comparison card

The quick comparison on why Windows 3.1 is a better choice for customers
than OS/2 2.0. For use by Field, Resellers, Corp. Accounts.

Evaluation Guide

A detailed operating system reviews guide. Designed for corporate account
evaluator and press reviewer. Sets up criteria for a great OS, and details why
Windows is the best choice. Detailed technical product comparison on key
issues, and comparison of future product strategies.

Migration Guides

Migration aids and development tools are need[sic] for corporate developers using
OS/2 but migrating to Windows.

Product Information Tools

White Papers

OLE

An overview of our OLE integration strategy and implementation in 3.1.

TrueType and fonts
Overview of our TrueType technology and benefits for users. Also
compatibility with other font packages.

Reliability

Windows 3.1's built-in crash protection- parameter checking, recoverable
application errors, global state cleanup after fault, Dr. Watson.

Connectivity

A overview of the connectivity solutions available for Windows.

Windows disk caching

Overview of our new disk caching technology. Performance increase
benchmarks.

MS 0072049
CONFIDENTIAL

11/20/91 19 20