<PAGE>


EXHIBIT 10.19
                                  Via Facsimile
                                                                 October 3, 1997

Mr. Craig Newfield
64 Hawthorn Avenue
Needham, Massachusetts  02192

Dear Craig,

I am delighted to offer you the position of Vice President and General 
Counsel for Interleaf, Inc. Our company is at a very important juncture. 
Tremendous opportunities for success are within our sights but there is work 
to be done. Your credentials and energy are very impressive. I am sure that 
you will have a positive influence on our results.

The Position
The General Counsel position is one of the most important officer level 
positions in our company. You will be responsible for all of our legal 
matters (both internal and external coordination) as well as their impact on 
both operational and strategic activities. As a direct report to the Chief 
Executive Officer, you will also be asked to participate in developing our 
long-term strategy and operating plans and participate on the senior 
management team.

Compensation Package
The base salary for the General Counsel position is $110,000 per annum and an 
annual incentive compensation pool of $40,000 with total on target earnings 
of $150,000.

Your incentive compensation program is designed to reward you for both 
individual contributions as well as the performance of the team in meeting 
quarterly and annual performance goals. The incentive compensation program 
will provide you with a total quarterly bonus pool of $30,000 upon 
achievement of mutually agreed to revenue and profit targets, and an 
escalation bonus should you exceed the target. The incentive bonus will be 
distributed to you in quarterly amounts of $7,500 for 100% revenue and profit 
attainment; for under/over attainment the bonus payment will be made 
utilizing the following formula:

         At 70% of goal for the quarter, you will be paid $4,500 
         At 80% of goal for the quarter, you will be paid $5,250 
         At 85% of goal for the quarter, you will be paid $6,000
         At 90% of goal for the quarter, you will be paid $6,750 
         At 95-100% of goal for the quarter, you will be paid $7,500 
         At each 10% above 100% of goal for the quarter, you will
            receive $10,000 additional bonus.

In addition, for reaching 100% of our targeted annual revenue and profit as 
General Counsel, you will receive an additional $10,000 bonus amount. The 
total annual on target earnings (OTE) for this position is $150,000. The 
incentive compensation goals for the first half of FY1998 are similar for the 
entire Senior Management Team. We will be reviewing our goals for the second 
half of FY1998 this month and look forward to your participating in this 
planning process to insure that the goals that are developed reflect your 
input. Please note that there is no limit to your incentive compensation. I 
fully intend to reward you for achievement above and beyond the defined 
targets.


<PAGE>


Equity Participation
I am also delighted to offer you 125,000 stock options. The price of the 
options will be based upon the then current price on your start date. The 
options will vest over a four-year period. As we discussed, I am fully 
committed to having you achieve your long-term compensation goals.

As we discussed, 50,000 of these stock options will not vest until the fourth 
anniversary of your employment, if you do not reach or exceed 80% of your 
incentive goals for the second half of FY1998.

<TABLE>
<CAPTION>

                 % Achieved                Vesting Re-Set
                 ----------                --------------

<S>              <C>                       <C> 
12,500           80% of Plan YTD           6 mos. after start
12,500           90% of Plan YTD           6 mos. after start
12,500           80% of Plan YTD           12 mos. after start
12,500           90% of Plan YTD           12 mos. after start
------
50,000

</TABLE>


Benefits Package
Your compensation will also include participation in our standard corporate 
benefits program, a summary of which is attached.

Please note that this letter does not constitute an employment agreement. In 
the unlikely circumstance that you are terminated without cause, the company 
will provide you a notice period of six (6) months and require a similar 
period should you wish to end your employment with the company.

I am very much looking forward to your joining our team. I know that you will 
do an outstanding job in this critical role. Your expected start date is 
October 13, 1997. Please indicate your acceptance and agreement with the 
terms of this employment offer by signing below. Again, we look forward to 
your joining the team.

Sincerely,



  /s/ Jaime W. Ellertson
-------------------------------------
Jaime W. Ellertson
President and Chief Executive Officer

Accepted:



 /s/  Craig Newfield                                   October 4, 1998
-------------------------------------                -------------------------
                                                             Date