EXHIBIT 10 (dd)

                      AMENDMENT NO. 5 TO LETTER OF CREDIT
                          AND REIMBURSEMENT AGREEMENT

THIS AMENDMENT NO. 5 TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT (this
"Agreement") is made and entered into as of this 19th day of May, 1997 among:

DATA GENERAL CORPORATION,  a Delaware corporation  ("Borrower"),  NATIONSBANK OF
TEXAS,  NATIONAL  ASSOCIATION,  a national banking association,  THE BANK OF NEW
YORK and FLEET  NATIONAL BANK,  formerly  known as Fleet Bank of  Massachusetts,
N.A. (each individually, a "Lender" and collectively, the"Lenders"); and

NATIONSBANK OF TEXAS, NATIONAL ASSOCIATION,  a national banking association,  in
its capacity as agent for the Lenders (in such capacity, the "Agent");

                              W I T N E S S E T H:
                              --------------------

     WHEREAS, the Borrower, the Lenders and the Agent have entered into a Letter
of Credit and Reimbursement  Agreement dated as of December 21, 1994, as amended
by Amendment No. 1 to Letter of Credit and  Reimbursement  Agreement dated as of
October 5, 1995,  as further  amended by Amendment No. 2 to Letter of Credit and
Reimbursement  Agreement  dated as of December 10, 1995,  as further  amended by
Amendment  No. 3 to Letter of Credit  and  Reimbursement  Agreement  dated as of
December 11, 1996, and as further amended by Amendment No. 4 to Letter of Credit
and Reimbursement  Agreement dated as of April 18, 1997 among the Borrower,  the
Lenders and the Agent (as amended, the "Credit Agreement") pursuant to which the
Lenders agreed to issue certain letters of credit on behalf of the Borrower; and

     WHEREAS, the Borrower has requested that the Credit Agreement be amended in
the manner set forth  herein and the Agent and the  Lenders are willing to agree
to such amendment;

     NOW,   THEREFORE,   in  consideration  of  the  mutual  covenants  and  the
fulfillment  of the  conditions  set forth herein,  the parties hereto do hereby
agree as follows:

     1.      Definitions.  Any capitalized terms used herein without definition
shall have the meaning set forth in the Credit Agreement.

     2.      Amendment.  Subject to the terms and conditions set forth herein,
Section 7.05 of the Credit Agreement is hereby amended by deleting the dollar
figure "$200,000,000" in clause (v) thereof and inserting in replacement thereof
the dollar figure "$250,000,000".

     3.  Effectiveness.  This Agreement shall become effective as of the date
hereof upon receipt by the Agent of seven fully executed copies of this
Agreement (which may be signed in counterparts).

     4.      Representations and Warranties.  In order to induce the Agent and
the Lender to enter into this Agreement, the Borrower represents and warrants
to the Agent and the Lenders as follows:

          (a) The  representations  and warranties made by Borrower in Article V
of the  Credit  Agreement  are true and  correct  on and as of the date  hereof,
except to the extent that such  representations and warranties  expressly relate
to an earlier  date and except  that the  financial  statements  referred  to in
Section 5.01(e)(i) of the Credit Agreement shall be deemed to be those financial
statements  most  recently  delivered  to the Agent and the Lenders  pursuant to
Section 6.01 of the Credit Agreement;

          (b)  There  has been no  material  adverse  change  in the  condition,
financial or otherwise,  of the Borrower and its Subsidiaries,  taken as a whole
since the date of the most recent financial  reports of the Borrower received by
the Agent and the Lenders under Section 6.01(a) of the Credit  Agreement,  other
than changes in the ordinary course of business;

          (c) The business and properties of the Borrower and its  Subsidiaries,
taken as a whole,  are not,  and  since  the date of the most  recent  financial
report  of the  Borrower  and its  Subsidiaries  received  by the  Agent and the
Lenders under Section 6.01(a) of the Credit Agreement,  have not been, adversely
affected  in  any  substantial  way  as  the  result  of  any  fire,  explosion,
earthquake,  accident, strike, lockout,  combination of workers, flood, embargo,
riot,  activities  of armed forces,  war or acts of God or the public enemy,  or
cancellation or loss of any major contracts; and

          (d) No event has occurred and is continuing which constitutes,  and no
condition  exists which upon the  consummation of the  transaction  contemplated
hereby  would  constitute,  a Default  or an Event of Default on the part of the
Borrower under the Credit Agreement, either immediately or with lapse of time or
the giving of notice, or both.

     5.      Entire Agreement.  This Agreement sets forth the entire
understanding and agreement of the parties hereto in relation to the subject
matter hereof and supersedes any prior negotiations and agreements among the
parties relative to such subject matter.

     6.  Full  Force  and  Effect of  Agreement.  Except as hereby  specifically
amended, modified or supplemented,  the Credit Agreement and all other Letter of
Credit  Documents  are hereby  confirmed  and ratified in all respects and shall
remain in full force and effect according to their respective terms.

     7.      Counterparts.  This Agreement may be executed in any number of
counterparts, each of which shall be deemed an original as against any party
whose signature appears thereon, and all of which shall together constitute one
and the same instrument.

     8.      Governing Law.  This Agreement shall in all respects be governed by
the laws and judicial decisions of the State of New York.

     9.      Enforceability.  Should any one or more of the provisions of this
Agreement be determined to be illegal or unenforceable as to one or more of the
parties hereto, all other provisions nevertheless shall remain effective and
binding on the parties hereto.

     10.     Credit Agreement.  All references in any of the Letter of Credit
Documents to the Credit Agreement shall mean the Credit Agreement as amended
hereby.

                            [Signature page follows.]

     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Agreement to be
duly  executed  by their duly  authorized  officers,  all as of the day and year
first above written.

                                                        BORROWER:

                                                        DATA GENERAL CORPORATION

                                                        By:
                                                        Name:  
                                                        Title:


                                                        LENDERS:

                                                        NATIONSBANK OF TEXAS,
                                                        NATIONAL ASSOCIATION

                                                        By:
                                                        Name:
                                                        Title:


                                                        THE BANK OF NEW YORK


                                                        By:
                                                        Name:
                                                        Title:


                                                        FLEET NATIONAL BANK


                                                        By:
                                                        Name:
                                                        Title:


                                                        AGENT:


                                                        NATIONSBANK OF TEXAS,
                                                        NATIONAL ASSOCIATION,
                                                        as Agent for the Lenders


                                                        By:
                                                        Name:
                                                        Title: