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EXABYTE PURCHASE AGREEMENT 
--------------------------

     THIS EXABYTE PURCHASE AGREEMENT ("Agreement"), dated this twenty-second 
day of February 1995 among Hitachi, Ltd. Electronic Sales Office, a Japanese 
corporation having its principal place of business at 5-1, Marunouchi 1-chome,
Chiyoda-ku, Tokyo 100, Japan ("Seller"), Nihon Exabyte Corporation, a Japanese
corporation having its principal place of business at Kioicho TBR Building 
1214, 5-7 Koujimachi, Chiyoda-ku, Tokyo 102, Japan ("Buyer"), and Exabyte 
Corporation, a Delaware Corporation of the United States of America, located 
at 1685 38th Street, Boulder, Colorado 80301 U.S.A. ("Exabyte"), also known 
as the parties, agree as follows:

     WHEREAS, the Buyer is a wholly-owned subsidiary of Exabyte in Japan, 
engaged in the business of purchasing various components for resale to Exabyte
and to other approved parties; and

     WHEREAS, Seller and Exabyte entered into a Development Agreement (as 
hereinafter defined) on the 28th day of September, 1994, for the design and 
development of an 8MM deck for data storage applications for use in certain 
Exabyte products ("Development Agreement"), said Development Agreement being 
incorporated by reference as if fully set forth herein; and

     WHEREAS, Seller desires to sell to Exabyte and Buyer, and Exabyte and 
Buyer desire to purchase from Seller such 8MM data storage devices developed 
under the Development Agreement for the purpose of integrating in the 
manufacture of Exabyte's products or systems upon the terms and conditions 
hereafter set forth.

1. DEFINITIONS
 
   1.1. Affiliate shall mean any entity in which Hitachi's Division has 
        directly or indirectly a majority equity interest.
 
   1.2. Development Agreement shall mean the agreement entered into by and 
        between Hitachi's Division and Exabyte on the 28th day of September, 
        1994 for the design  and development of an 8mm deck for data storage 
        applications.
 
   1.3. Funded Hard Tooling shall mean any tooling purchased or paid for by 
        Buyer or Exabyte pursuant to this Agreement or the Development 
        Agreement.
 
   1.4. Hitachi's Division shall mean the division engaged in the commercial 
        production of Product during the term of this Agreement.  Upon 
        execution of this Agreement, it shall mean Video and Personal Media 
        Systems Division.
 
   1.5. Product shall mean the product and other items manufactured, assembled
        at Hitachi's Division and sold by the Seller which are listed in 
        Appendix I of this Agreement (and those items, if any, hereafter added
        by the parties to Appendix I), including the Product defined by the 
        specifications included in Exhibit A. 
 
   1.6. Spare Parts shall mean all parts or components of Product which are 
        listed in Appendix II of the Agreement (and those items, if any, 
        hereafter added by the parties to Appendix II).
 
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2. SCOPE OF AGREEMENT
 
   2.1. Term of Agreement
 
        This Agreement shall become effective upon its execution by both 
        parties by their authorized representatives. The Agreement shall 
        expire thirty-six (36) months thereafter unless the Agreement is 
        terminated earlier pursuant to Section 8 and shall be automatically 
        extended for two additional twelve (12) month periods, unless Buyer 
        notifies Seller in writing at least ninety (90) days prior to the 
        beginning of such period that it desires not to renew.  
 
   2.2. Marketing Rights
 
        Subject to all terms and conditions of the Agreement, Seller grants 
        Buyer the right to purchase Products from Seller and for Buyer and 
        Exabyte to promote, lease, rent or re-sell such Products in modified 
        form or otherwise throughout the world.
 
   2.3. Exclusivity  
 
        Seller and Seller's Affiliates agree not to sell any products to third
        parties which would violate the terms of Section 5.1 of the 
        Development Agreement.  The terms of the letter of October 31, 1994 
        attached as Appendix IV, shall be incorporated herein by reference.  
 
3. TERMS OF PRODUCT SALE
 
   3.1. Title and Risk of Loss
 
        Title and risk of loss shall pass to Exabyte and Buyer upon delivery 
        of Product to Buyer's receiving dock or as otherwise identified in the
        Purchase Order specified in Section 3.3.1.  All claims for shipping 
        damages shall be resolved between Seller, carriers or freight 
        forwarders handling the Product and the insurance companies and agents
        responsible for adjusting such claims, and Exabyte and Buyer shall 
        have no responsibility with respect thereto.
 
   3.2. Price for Products
 
        The prices which the Buyer shall pay the Seller for the Product sold 
        pursuant to this Agreement are set out in Appendix I to this 
        Agreement.  All prices listed in Appendix I are in Japanese yen, 
        Freight on Rail ("F.O.R."), Buyer's dock.  The pricing for Product 
        defined by the specifications set forth in Exhibit A shall in no event
        be greater than that specified by Appendix I to the Development 
        Agreement.  Any change to the prices set forth in Appendix I shall be 
        identified by an amendment to Appendix I which shall be approved by 
        authorized representatives of the parties.
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        3.2.1. Price Increases

        The prices to be paid by Buyer for Product shall remain in effect for 
        the time period set forth in Appendix I.  Seller may decrease prices 
        at any time, without notice to Buyer.  Such prices are subject to 
        increase only in accordance with Section 5.1.2.2 and Section 3.2.3.  
        Orders for Product placed by Buyer shall, provided delivery is to be 

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        made within ninety (90) days of placement of order, be filled at the 
        price in effect at the time of order.

        3.2.2. Product Price
 
               3.2.2.1. Price Reviews
 
                        Exabyte and Buyer will provide to Seller quarterly 
                        price targets as a continuous effort toward a cost/
                        price reduction program.  Seller agrees to exercise 
                        reasonable efforts to meet these targeted reductions. 
 
                        Supplier agrees to a cost/price reduction review 
                        meeting every 90 days.  Supplier will formally provide
                        Exabyte and Buyer with specific information for price 
                        reduction opportunities.
 
               3.2.2.2. Approval of Unique Charges

                        All non-recurring related expenses shall be approved 
                        in advance by Exabyte, and the cost shall be amortized
                        over the Product units purchased by Buyer over a 
                        twelve (12) month period.  No charges beyond those 
                        defined in Exhibit C to the Development Agreement 
                        shall be deemed to be approved except as otherwise 
                        agreed by the parties in writing.
 
        3.2.3. Foreign Exchange
 
               All prices shall be in Japanese yen.  The parties agree that at
               the time of execution of this Agreement the exchange rate is 
               ninety-seven and one-half (97.5) Japanese yen to one (1) U.S. 
               dollar. At such time as the yen-to-dollar exchange rate varies 
               by more than an average of five percent (5%) in either 
               direction over a ninety (90) day period, such exchange rate 
               being that indicated in The Wall Street Journal, the parties 
               agree to share equally in the effects of any such variance 
               beyond such five percent (5%), and will adjust the Product 
               price accordingly.
 
   3.3. Purchase Order and Acceptance
 
        3.3.1. Purchase Orders
 
               Purchase orders ("Purchase Orders") issued by the Buyer ninety 
               (90) days prior to initial shipment relating to such Purchase 
               Order for the purchase of Product and/or spare parts shall 
               include the following information:
 
               a. Model of Product.
 
               b. Quantity to be purchased.
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               c. Unit price and total order price.
 
               d. Delivery instructions. 
 
        Delivery Dates shall be separately provided by the Shipment Request 
        Form pursuant to Section 3.3.3.
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        3.3.2. Acceptance of Orders
 
               Orders shall not be considered as accepted until written 
               acceptance (may be a facsimile) has been made at the principal 
               office of Seller or assignee as appropriate.  It is agreed 
               that all such orders shall be governed by the provisions of 
               this Agreement and that none of the provisions of Buyer's 
               Purchase Order or Seller's acknowledgment thereof (either 
               printed, stamped, typed or written) except those specifying 
               the quantity and identification of the Product, the price, 
               invoice information and shipping instructions shall be 
               applicable to the purchase if in conflict with this Agreement, 
               unless specifically accepted or approved in writing and signed 
               on behalf of Seller by an authorized officer.  A general or 
               standard acknowledgment of any such order or the making of 
               deliveries with respect thereto shall in no case be construed 
               as an acceptance or approval of the type required of provisions
               in conflict with the terms of this Agreement.  Fulfillment of 
               any Purchase Order accepted by the Seller shall be dependent 
               upon the grant of appropriate licenses, permits and the like 
               from the countries of export and import.
 
        3.3.3. Delivery Dates
 
               Delivery Dates shall be reflected on a shipment request form 
               ("Shipment Request Form") for quantities not to exceed the 
               total Product units provided on Purchase Orders which have 
               been previously accepted by Seller.  Such Delivery Dates shall 
               not extend beyond one hundred twenty (120) days from the date 
               of the Purchase Orders.
 
        3.3.4. Changes to Quantities to be Delivered
 
               Upon Seller's acceptance of Buyer's or Exabyte's Purchase 
               Order, and any Shipment Request Forms thereto, Buyer and/or 
               Exabyte may not change any quantities to be delivered during 
               the first four (4) weeks from the date of Buyer's request for 
               changes.
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               Buyer and/or Exabyte may decrease the quantities by up to 
               twenty-five percent (25%) of the total orders in the second 
               four-week period and/or may increase the quantities by up to 
               twenty percent (20%) of the total orders in the second four-
               week period.  
 
                    Weeks 1-4         Weeks 5-8          Weeks 9-12
                      +/-0%             +20%                +/-50%
                                        -25%

               Seller agrees to accept both increases and decreases in the 
               quantities, provided that these changes do not exceed fifty 
               percent (50%) of the total order for the third four-week 
               period.  All of the parties hereto agree to negotiate in good 
               faith any requests for additional changes in quantities, based 
               on materials availability.
 


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   3.4. Postponement
 
        Notwithstanding the provisions of Sections 3.3.3 and 3.3.4, Buyer 
        shall be entitled to postpone delivery of all or part of Product units
        then on order.  Such postponement may defer delivery for a maximum of 
        ninety (90) days.  Notice of such postponement must be received at 
        least thirty (30) days prior to the beginning of the month in which 
        such Product units were originally scheduled for delivery.  
 
   3.5. Shipments
 
        3.5.1. Terms
 
               Product shall be shipped at Seller's expense to Buyer's 
               specified location in the vicinity of Tokyo.
 
        3.5.2. Packaging
 
               Seller will provide proposed deck and Spare Parts packaging 
               specifications for Exabyte's review and approval.  Seller will 
               package each Product according to approved specifications.  
 
        3.5.3. Charges

               The cost for packaging for normal shipment to Buyer's dock is 
               included in the quoted price provided, however, expedited 
               deliveries will be subject to additional transportation and 
               packaging charges to be paid by Exabyte and Buyer unless 
               expedited deliveries are caused by Seller's inability to 
               deliver to agreed-upon schedules.  
 
        3.5.4. Delinquencies
 
               If Seller has knowledge that it will not meet the agreed-upon 
               Delivery Dates, Seller shall notify Exabyte in writing a 
               minimum of fifteen (15) days prior to the occurrence of the 
               expected delinquency and provide Exabyte with a schedule to 
               remedy the delinquency.  Exabyte shall provide written 
               acceptance or rejection of the proposed revision to the 
               delivery schedule within three (3) business days of such 
               notification.  If Exabyte rejects with reasonable cause 
               Seller's remedy schedule, the original or the latest Order 
               schedule shall remain in force.  During the period of 
               delinquency by Seller, Seller may either, at Seller's sole 
               option ship the Product to Exabyte's or Buyer's designated 
               destination at Seller's sole expense, or Seller will ship all 
               Product to a location in Japan designated by Exabyte or Buyer 
               in the most expeditious manner.  Buyer or Exabyte will then 
               expedite shipment of such Product from Japan to Exabyte's 
               designated plant, and Seller agrees to reimburse Buyer or 
               Exabyte for the additional shipping expense incurred due to 
               Seller's delinquency.
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   3.6. Inspection, Acceptance, Rejection
 
        3.6.1. Source Inspection
 
               With advance conference with Seller, Buyer and Exabyte may 
               conduct, at its own expense, source inspection to confirm that 
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               each Product unit substantially meets the requirements of this 
               Agreement.  Such source inspections do not relieve Seller of 
               its obligation to deliver Product conforming to this Agreement 
               and do not constitute acceptance of such Product.  Seller will 
               provide adequate space within reasonable proximity to factory 
               and/or required inspection equipment to complete such 
               inspections, at no cost to Exabyte.
 
        3.6.2. Rights of Rejection
 
               Upon receipt of shipment hereunder, Buyer shall inspect the 
               Product under such shipment.  Claims by Buyer for shortages, 
               incorrect materials or invoicing errors must be made within 
               forty-five (45) days after receipt of shipment by Buyer.  
               Claims for defects in materials, workmanship or failure to 
               meet specifications must be made in accordance with Section 
               3.6.3.

        3.6.3. Acceptance

               Exabyte may reject Product units not in accordance with the 
               specifications provided by Exhibit B.  Product delivered to 
               Exabyte shall be deemed to be accepted by Exabyte unless 
               notice of rejection in writing is given by Buyer or Exabyte to 
               Seller within ninety (90) days after receipt of Product by 
               Exabyte at Exabyte's acceptance location.  Payment by the 
               Buyer or Exabyte does not constitute or evidence acceptance.
 
        3.6.4. Return of Rejected Products

               All defective and suspect defective Products and Spare Parts 
               will be returned for credit to Seller for failure analysis 
               and corrective action and Seller shall exercise its best 
               efforts to ship to Buyer or Exabyte a replacement Product or 
               Spare Part as soon as possible, but in any event not later 
               than sixty (60) days from Seller's receipt of such Product 
               or Spare Parts.  In the event that Seller reasonably determines
               that such defects and/or failures are the fault of Seller, 
               Seller shall be responsible for all freight charges to return 
               the Product to Seller and to ship repaired or replaced Product 
               to Buyer or Exabyte.  Defects are defined as commodities/parts 
               that do not meet print or specifications.  Failure reports or 
               preliminary analysis shall be due within ten (10) business days
               after receipt of returned Product by Seller.  Each failure 
               analysis report shall determine the root cause and corrective 
               action to be taken.
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   3.7. Payment for Product

        3.7.1. Invoicing

               Seller will submit invoices to Buyer after shipment of Products
               as described on the Purchase Orders.  Invoicing by Seller shall
               not occur more frequently than once per month.
 
        3.7.2. Payment Method
 
               Buyer will make payment to Seller within thirty (30) days 
               following the receipt by Buyer of an invoice from Seller.  
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               Payment shall be made by check or wire transfer to:
 
               Daiichi Kangyo Bank
               Head Office #1167845
 
        3.7.3. Exabyte as Guarantor
 
               Exabyte hereby agrees to act as guarantor for all payments to 
               be made by Buyer hereunder. 
 
4. BUYER'S OBLIGATIONS	

   4.1. Reports and Estimates

        Exabyte will provide Seller with a twelve-month rolling forecast 
        of Product and Spare Parts to be purchased hereunder.  Such forecast 
        is for planning purposes only, and does not represent any commitment 
        to purchase on Exabyte's or Buyer's part, and is not to be relied upon
        by Seller as a commitment to purchase.

5. SELLER'S OBLIGATIONS

   5.1. Supply of Product

        5.1.1. Terms of Product Sale
 
               All sales of Product shall be made pursuant to the terms of 
               Section 3.
 
        5.1.2. Product Modification
 
               Engineering Change Orders:  the parties recognize that from 
               time to time Seller will request or will be requested by Buyer 
               to implement Engineering Change Orders ("ECO's").  The 
               following outlines the proper procedures.
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               5.1.2.1. Seller Requests Buyer

                        For all proposed ECO's which do not affect form, fit 
                        or function of the Product, Seller will communicate 
                        with Buyer via a telephone conference to discuss such 
                        proposed changes.  No further action shall be required
                        of either party unless mutually agreed to during such 
                        telephone conference.  For all proposed ECO's which do
                        affect form, fit or function, or safety certification 
                        requirements, Seller is to notify Buyer in writing of 
                        all such proposed ECO's and will provide Buyer with 
                        samples of all such ECO's.  This notification will 
                        include the appropriate documentation to support 
                        Buyer's investigation of the impact of this proposal, 
                        as well as costs that are involved for obsolete 
                        material in work-in-process, in the stockroom, and 
                        what is on order. Buyer will review the labor cost and
                        impact for the implementation of the proposed ECO.  If
                        lead time or new costs are required for the ECO, lead 
                        time and new costs will be reviewed.
 
                        a. Buyer is to report to Seller within ten (10) 
                           business days.
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                        b. Seller is to notify Buyer in writing within ten 
                           (10) business days of its decision as to the 
                           ECO-associated proposed costs and the commencement 
                           dates.
 
                        c. Buyer reserves the right to accept or reject all 
                           such proposed ECO's which in its reasonable opinion
                           affect form, fit, function or safety certification 
                           requirements.
 
               5.1.2.2. Buyer Requests Seller
 
                        a. Buyer agrees to notify Seller in writing of all 
                           proposed Engineering Change Orders (ECO's).  This 
                           notification will include the appropriate 
                           documentation to support Seller's investigation of 
                           the impact of this proposal.
 
                        b. Seller is to report to Buyer within ten (10) 
                           business days of Buyer's request the costs that are
                           involved for obsolete material in work-in-process, 
                           in the stockroom, and what is on order.  Buyer will
                           review the labor cost and impact for the 
                           implementation of the proposed ECO.  If new 
                           material is required for the ECO, lead time and new
                           cost will be reviewed and mutually agreed upon.
 
                        c. Buyer is to notify Seller in writing within ten 
                           (10) business days of its decision as to the 
                           proposed ECO associated costs and the commencement 
                           dates.
 
   5.2. Supply of Spare Parts
 
        The Seller shall offer for sale Spare Parts necessary for the 
        maintenance of the Product during the term of this Agreement and for 
        a period of five (5) years after the date of delivery of the last 
        Product unit under this Agreement.  The Spare Parts shall be 
        interchangeable with and of the same quality as those installed in 
        the Product and will be produced or inspected by the Seller, in the 
        same manner and according to the same procedure as the Seller uses for
        parts installed in the Product.
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        5.2.1. Terms of Sale of Spare Parts
 
               5.2.1.1. Title and Risk of Loss
 
                        Title and Risk of Loss to Spare Parts shall pass to 
                        Buyer at Buyer's dock.
 
               5.2.1.2. Shipments
 
                        Shipment terms for Spare Parts shall be identical to 
                        the shipment terms for Product.  Section 3.5 shall be 
                        incorporated by reference into this Section with the 
                        term Product replaced herein by the term Spare Parts.  
 


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               5.2.1.3. Payment

                        Section 3.7 shall be incorporated herein with the term
                        Product replaced by the term Spare Parts.
 
               5.2.1.4. Price
 
                        Seller to provide Spare Parts pricing to include 
                        recommended items, quantity of issue and lead times.  
                        The price for Spare Parts shall be identified in 
                        Appendix II.
 
   5.3. Maintenance and Disposition of Funded Hard Tooling  
 
        The Funded Hard Tooling developed by Seller and paid for entirely by 
        Exabyte pursuant to the Development Agreement and as identified in 
        Exhibit C to the Development Agreement, shall be deemed to be 
        exclusively owned by Exabyte.  Seller, at its own expense, shall be 
        responsible to store, protect, preserve, repair and maintain such 
        Funded Hard Tooling in accordance with Seller's usual practice (wear 
        and tear excepted).  Upon termination or expiration of this Agreement,
        Seller shall request disposition instructions for all Funded Hard 
        Tooling.  Seller agrees to make such Funded Hard Tooling available to 
        Exabyte according to the disposition instructions of Exabyte, 
        including preparation, packaging and shipping.  Preparation, packaging
        and shipment shall be at Exabyte's expense.  The use of Funded Hard 
        Tooling by Seller shall be expressly limited to the manufacture of 
        Products for Buyer under this Agreement or as otherwise provided in 
        the Development Agreement or as otherwise agreed to by Exabyte in 
        writing.  Exabyte will be responsible for the necessary insurance 
        coverage of specified tooling items in Exhibit C in the Development 
        Agreement.

   5.4. Technical Training and Support  

        Seller and Exabyte agree to discuss in good faith the appropriate 
        level of technical training and support provided by Seller to Exabyte.
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   5.5. Documentation  

        Seller and Exabyte agree to discuss in good faith the appropriate 
        level of documentation provided by Seller to Exabyte.
 
6. SELLER'S REPRESENTATION, WARRANTY AND INDEMNIFICATION
 
   6.1. Product Testing  
 
        Prior to delivery, Seller shall conduct an acceptance test at its 
        plant on each Product unit manufactured by Seller.  A complete record 
        of inspections and tests performed on each such Product unit shall be 
        kept by the Seller for a reasonable period and made available to the 
        Buyer upon request.  The Buyer's representative may, upon reasonable 
        request and at its sole expense, witness the final inspection tests 
        carried out by the Seller, but Buyer's failure to witness such tests 
        shall not be grounds for refusing delivery or for a refusal to accept 
        any Product unit.
 


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        6.1.1. Quality Plan
 
               Seller will provide to Buyer documentation of all related 
               manufacturing, maintenance, and quality control processes, 
               including explanations of what types of data are maintained 
               and what type of information is available, given such processes
               ("Quality Plan"), to be furnished as Exhibit C hereto.  Seller 
               will provide Exabyte with such final Quality Plan no later than 
               thirty (30) days after the execution of this Agreement.  Seller
               must provide Product that is of an Acceptable Quality Level and
               both the Product and the manufacturing process must meet the 
               quality requirements set forth in Exhibit C of this Agreement. 
               Seller agrees to accommodate Buyer's requests for any 
               additional or different testing and Buyer agrees to be 
               responsible for all additional expenses for such testing.
 
   6.2. Product Warranty and Epidemic Failure
 
        6.2.1. Warranty
 
               6.2.1.1. Representation  
 
                        Seller warrants that for a period of eighteen (18) 
                        months from the date of shipment by Seller, no more 
                        than five percent (5%) of any and all Products within 
                        each weekly Product lot shall be defective in design, 
                        material and/or workmanship which would cause a 
                        Product failure ("Epidemic Failure"). In the event 
                        that any weekly Product lot qualifies hereunder as 
                        Epidemic Failure as herein defined, Buyer has the 
                        right to reject such entire Products.  In case of such
                        a failure, Seller shall take one or more of the 
                        following corrective actions, at Seller's sole cost 
                        and expense and at its sole option:  (1) repair such 
                        Products;  (2) replace such Products;  (3) credit 
                        Buyer for such Products at Buyer's landed cost;  
                        (4) reimburse Buyer for its expense including labor 
                        and materials in correcting such Products.  Buyer 
                        shall notify Seller of any such defects within sixty 
                        (60) days after discovery thereof.  Buyer shall notify
                        Seller of the total liability chargeable to Seller for
                        a particular incident within twenty (20) months after 
                        the date of such shipment from Seller.  Seller is 
                        responsible for all freight charges to return the 
                        Product to Seller and to ship repaired or replaced 
                        Product to Buyer or Exabyte.  From time to time Seller
                        and Buyer shall mutually agree on the minimum quantity
                        of Product to be returned in each such shipment.
 
                        Seller shall perform all such repairs, replacements, 
                        credits or reimbursements as soon as reasonably 
                        possible, but not later than sixty (60) days from 
                        Buyer's or Exabyte's notice to Seller of such defects.
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               6.2.1.2. Exclusions
 
                        Seller is free from any warranty obligation in the 
                        following cases:
 
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                        a. Defects and damages caused by storage, 
                           transportation or use exceeding the limits of the 
                           Specifications after delivery of the Products by 
                           Seller to Buyer;

                        b. Defects and damages caused by modifications without
                           approval by Seller;
 
                        c. Defects and damages caused by the software created 
                           solely by Buyer and/or unique feature and 
                           specification incorporated in the Products at the 
                           direction of Buyer.
 
                        Seller reserves the right to inspect allegedly 
                        defective Product.
 
               6.2.1.3. Clear Title
 
                        Seller warrants that at the time of delivery by Seller
                        to Buyer hereunder title to all Product delivered by 
                        Buyer shall be free and clear of all liens, 
                        encumbrances or other claims.
 
   6.3. Patent Indemnification  
 
        For any product wholly designed by Seller and sold hereunder, Seller 
        shall indemnify and hold harmless Buyer and/or Exabyte against any 
        liability arising out of or in connection with any claim or action 
        that the Product infringes any third party patent provided that (i) 
        Seller shall be promptly notified in writing of such claim or action 
        within five (5) days after Buyer and/or Exabyte shall have received 
        actual notice thereof; (ii) Seller shall have the sole control of the 
        defense of any suit on such claim and all negotiations for settlement 
        or compromise; and (iii) Buyer and/or Exabyte shall provide all 
        reasonable assistance at Seller's expense in defending any suit.  
        For any product wholly designed by Buyer and/or Exabyte, Buyer and/or 
        Exabyte shall indemnify and hold harmless Seller against any liability
        arising out of or in connection with any claim or action that the 
        Product infringes any third party patent provided that (i) Buyer 
        and/or Exabyte shall be promptly notified in writing of such claim or 
        action within five (5) days after Seller shall have received actual 
        notice thereof; (ii) Buyer and/or Exabyte shall have the sole control 
        of the defense of any suit on such claim and all negotiations for 
        settlement or compromise; and (iii) Seller shall provide all 
        reasonable assistance at Buyer's and/or Exabyte's expense in defending
        any suit.  Such indemnification shall extend only to actual damages 
        assessed against or incurred by Buyer and/or Exabyte, or Seller as 
        appropriate.  Buyer and/or Exabyte shall not be entitled to recover 
        from Seller any loss of profits suffered by Buyer and/or Exabyte as a 
        result of said infringement; nor shall Seller be entitled to recover 
        from Buyer and/or Exabyte any loss of profits suffered by Seller as a 
        result of said infringement.  Seller shall not indemnify Buyer and/or 
        Exabyte against and shall not hold Buyer and/or Exabyte harmless from 
        any other claims or actions including, but not limited to, a claim 
        involving any Product manufactured in accordance with Buyer's and/or 
        Exabyte's specifications or manufactured by a process specified by 
        Buyer and/or Exabyte, or a claim involving any combination of the 
        Product with other equipment or parts to form an allegedly infringing 
        system or product.  Buyer and/or Exabyte shall not indemnify Seller 
<PAGE> 12
        against and shall not hold Seller harmless from any other claims or 
        actions including, but not limited to, a claim involving any 
        combination of the Product with other equipment or parts to form an 
        allegedly infringing system or product. In no event shall Seller be 
        liable to Buyer and/or Exabyte, nor shall Buyer and/or Exabyte be 
        liable to Seller for any special or incidental or consequential 
        damages arising from infringement or alleged infringement hereunder.  
        For any product jointly designed by Seller and Buyer and/or Exabyte 
        and sold hereunder, neither party shall indemnify nor hold harmless 
        the other against any liability arising out of or in connection with 
        any claim or action that the product infringes any third-party patent 
        unless it be judicially determined that one party contributed all 
        elements of the design necessary to infringe all claims of the patent,
        in which case the all-contributing party shall indemnify and hold 
        harmless the other in accordance with the terms hereof.  The foregoing
        states the entire liability of both parties for infringement on third 
        party rights which arises out of the Product sold to Buyer and/or 
        Exabyte hereunder.  
PAGE(12)
   6.4. Intellectual Property Ownership
 
        In connection with any idea (whether or not patentable or protectable 
        by copyright), designs, improvements, inventions (whether or not 
        patentable), discoveries, and copyrightable works relating to the 
        business of Exabyte, which are made, authored, co-authored, reduced to
        practice, devised or conceived either solely by Seller using funds or 
        proprietary information of Exabyte or jointly by Seller and Exabyte, 
        such idea, designs, improvements, inventions, discoveries and 
        copyrightable works shall be disclosed to Exabyte, and be jointly 
        owned by Exabyte and Seller.  Seller agrees that Seller and Seller's 
        employees, agents, and contractors will execute any instruments and 
        to do all things reasonable requested by Exabyte in order to more 
        fully vest in Exabyte the joint ownership rights and those items 
        mentioned in the preceding sentence to Exabyte.  Seller also agrees to
        provide Exabyte with all documents necessary in connection with the 
        filing of any patent application of the idea, designs, improvements, 
        inventions, discoveries and copyrightable works which are made, 
        authored, co-authored, reduced to practice, devised or conceived 
        either solely by Seller using funds or proprietary information of 
        Exabyte or jointly by Seller and Exabyte.  Seller further agrees that 
        Seller will not independently file any patent application of the idea,
        designs, improvements, inventions, discoveries and copyrightable works
        which are made, authored, co-authored, reduced to practice, devised or
        conceived either solely by Seller using funds or proprietary 
        information of Exabyte or jointly by Seller and Exabyte.
PAGE(13)
   6.5. Continuity of Supply, Disaster Recovery
 
        6.5.1. Procurement of Components
 
               Should Seller require more than the defined lead time to 
               acquire certain raw materials, Seller shall identify such raw 
               materials and required lead times.  Exabyte will then authorize
               in writing Seller's procurement of such raw materials and, in 
               the event of termination of this Agreement, Exabyte's liability
               for the cost of such raw materials and the associated work-in-
               process, is limited to the quantity which Exabyte approved in 
               writing.  Seller shall provide unique long-lead time components
               exception list in Appendix III.
<PAGE> 13 
        6.5.2. Disaster Recovery Plan
 
               Seller agrees to develop a suitable Disaster Recovery Plan to 
               assure the continued supply of Product to Buyer and Exabyte.  
               Such Disaster Recovery Plan shall be submitted to Exabyte 
               concurrent with shipment to Buyer of first production units.
 
7. MUTUAL REPRESENTATIONS
 
   7.1. Non-Disclosure of Agreement
 
        Seller and Buyer and/or Exabyte agree not to disclose the existence of
        the relationship between Buyer and/or Exabyte and Seller arising under
        this Agreement or the fact that Seller is performing services for 
        Buyer and/or Exabyte without the advance written permission of the 
        other party.
 
   7.2. Confidentiality
 
        The terms provided in Section 6.1 of the Development Agreement shall 
        apply with the term "Exabyte" replaced by "Exabyte and/or Buyer".

8. TERMINATION
 
   8.1. Initial Term
 
        This Agreement shall extend for the period provided in Section 2.1.
 
   8.2. Termination by Mutual Consent
 
        This Agreement shall be subject to termination prior to the Initial 
        Term at any time by mutual consent of the parties, evidenced by a 
        written agreement provided for termination.
 
   8.3. Termination by Bankruptcy
 
        This Agreement may be immediately terminated by the Seller if Exabyte,
        or by Exabyte if Seller, files a voluntary petition in bankruptcy or 
        under any similar insolvency law, makes an assignment for the benefit 
        of its creditors, or if any involuntary petition in bankruptcy or 
        under any similar insolvency law is filed against it, or if a receiver
        is appointed for, or a levy or attachment is made against all or 
        substantially all of its assets, and such involuntary petition is 
        not dismissed or such receiver or levy or attachment is not discharged
        within sixty (60) days after the filing or appointment thereof.
PAGE(14)
   8.4. Termination by Exabyte
 
        Exabyte shall have the right to terminate this Agreement without cause
        upon six (6) months' advance written notice to Seller.  In the event 
        of such termination, all Purchase Orders issued hereunder may be 
        canceled by Exabyte as of the effective date of such termination 
        without further notice to Seller.
 
   8.5. Effects of Termination by Exabyte
 
        In the event Exabyte terminates pursuant to Section 8.3, Seller's sole
        obligations shall be as follows:
 
<PAGE> 14
        8.5.1. Seller shall, upon the effective date of such termination, 
               cease all assembly operation and production required by 
               purchase orders issued under this Agreement.
 
        8.5.2. Seller shall deliver promptly all completed acceptable Products
               manufactured pursuant to Exabyte and Buyer purchase orders.

        8.5.3. Seller shall return immediately at Exabyte's expense all loaned
               or leased equipment provided to Seller by Exabyte under this 
               Agreement.  
 
        8.5.4. Seller shall prepare and submit to Exabyte and Buyer an 
               itemization of all partially completed Products, assemblies and
               process and parts inventories (including parts which Seller is 
               committed to purchase from its subcontractors) which are 
               allocated to the Exabyte and Buyer purchase order releases 
               placed and Section 6.5.1 under this Agreement.
 
9. FORCE MAJEURE

   The Seller shall not be liable for delays in delivery or failure to 
   manufacture or deliver Product or to otherwise perform any obligation 
   due to the Buyer under this Agreement due to any cause beyond the Seller's 
   reasonable control, such as acts of God, acts of civil or military 
   authority, labor disputes, fire, riots, civil commotions, sabotage, war, 
   embargo, blockage, floods, epidemics, power shortages, or when due to 
   governmental restrictions or failure of a supplier to deliver.  The rights 
   of Buyer under this Agreement shall not be affected by Buyer's failure to 
   meet any condition contained herein where such failure is directly and 
   primarily due to any cause beyond its reasonable control such as acts of 
   God, acts of civil or military authority, labor disputes, fire, riots, 
   civil commotions, sabotage, war, embargo, blockage, floods, epidemics, 
   power shortages, or when due to governmental restrictions.
PAGE(15)
10. CONSTRUCTION OF AGREEMENT
 
    10.1. Headings
 
          Headings, which include the underlined portion following the Section
          number, have been used for reference purposes only and shall have no
          operative effect in the construction of the rights or obligations 
          pursuant to this Agreement.
 
    10.2. References
 
          Any reference to a Section number shall include all subsections of 
          such Sections.
 
    10.3. Controlling Law
 
          This Agreement shall be construed under and governed by the laws of 
          the State of New York, United States of America and any disputes 
          between the parties in respect to this Development Agreement shall 
          be decided by the competent federal courts in the State of New York.
 
    10.4. Arbitration
 
          All disputes, controversies or differences which may arise between 
          the parties in relation to or in connection with this Agreement 
<PAGE> 15
          shall be settled by amicable negotiation by both parties.  If both 
          parties are unable to settle such disputes, then, such disputes 
          shall be referred to and finally settled by arbitration under the 
          Rules of Conciliation and Arbitration of the International Chamber 
          of Commerce.  The arbitration shall be conducted in English and take
          place in Japan if it is initiated by Buyer and or Exabyte or in the 
          U.S.A. if it is initiated by Seller.  The award of arbitration shall
          bind both parties.
PAGE(15-16)
11. GENERAL PROVISIONS
 
    11.1. Entire Agreement:  Counterparts
 
          This Agreement, as implemented by Purchase Orders for Products, is 
          intended to be the sole and complete statement of the obligations of
          the parties as to the sale and purchase of the Products and 
          supersedes all previous understandings, negotiations and proposals 
          as to such sale and purchase provided, however, that the terms of 
          the Development Agreement shall be deemed to survive.  In the event 
          of any conflict between the terms and conditions contained in the 
          Development Agreement and this Agreement, the terms and conditions 
          contained in this Agreement shall prevail.  This Agreement may not 
          be altered, amended, or modified except in writing signed by duly 
          authorized representatives of Seller, Buyer and Exabyte.  Any 
          printed conditions on Purchase Orders and acceptance forms are 
          superseded by this Agreement and shall be of no effect.  This 
          Agreement may be executed in several counterparts, each of which 
          shall be deemed an original, but all of which together shall 
          constitute one and the same Agreement.  
 
    11.2. Enforcement
 
          In the event any provisions of this Agreement are declared 
          non-enforceable by a duly authorized court having jurisdiction, then
          this Agreement with respect to enforceable provision shall continue 
          in force and all rights and remedies under the remaining enforceable
          provisions shall survive any such judicial declarations; provided 
          that this Agreement still expresses the general intent of the 
          parties.  In the event the general intent of the parties cannot be 
          preserved, this Agreement shall either be renegotiated or rendered 
          null and void.  
PAGE(17)
    11.3. Notices
 
          Notices and other communication by a party under this Agreement 
          shall be given in writing by mail, postage prepaid, certified, 
          recorded, or registered, and addressed to the parties at their 
          respective addresses as set forth below:
 










<PAGE> 16
SELLER:
 
Hitachi, Ltd. Electronic Sales Office
5-1, Marunouchi 1-chome
Chiyoda-ku, Tokyo
100 Japan
Attn:  Mr. Natsuki Kogiso
 
 
BUYER:
 
Nihon Exabyte Corporation
Kioicho TBR Building 1214
5-7 Koujimachi, Chiyoda-kuTokyo 102, Japan
Attn:  Mr. Hisahiro Endo
 
 
EXABYTE:
 
Exabyte Corporation
1685 38th Street
Boulder, Colorado 80301 U.S.A.
Attn:  Mr. Stephen F. Smith
 
Such notices shall be deemed to have been given upon mailing.  Notices also 
may be given by facsimile, if in the case of the Buyer, they are sent to the 
following facsimile number: 03-3237-2910, and in the case of the Seller, they 
are sent to the following number: 03-3214-7269.  If given by facsimile, 
notices shall be deemed to have been given on the date of transmission.  
All facsimile notices shall be confirmed by written notice mail, as provided 
above, within five (5) days of the date the telex is sent.
 
    11.4. Assignment
 
          This Agreement is not assignable by either party without the written
          permission of the other party.
 
    11.5. Waiver
 
          A waiver by either party of its rights under this Agreement with 
          respect to a breach of the other party's obligations hereunder 
          shall not be construed as a continuing waiver with respect to other 
          breaches of the same or of other provisions of this Agreement.
PAGE(18)
    11.6. No Agency Created
 
          Neither Exabyte nor Buyer is a partner, joint venturer, agent, legal
          representative, or employee of the Seller.  Neither party is granted
          the right or authority to assume or to create any obligation or 
          responsibility, express or implied, on behalf of or in the name of 
          the other party or to bind such other party in any manner to 
          anything whatsoever.
 
    11.7. Official Language   
 
          The official language of this Agreement is English.  Documents or 
          notices not originally written in English shall have no effect under
          this Agreement until they have been translated into English by the

<PAGE> 17
          party providing the notice or document and the English translation 
          shall then be the controlling form of the document or notice.
PAGE(19)
     IN WITNESS WHEREOF, the parties have executed this Agreement by their 
duly authorized representatives, effective as of the date first set forth 
above.

Hitachi, Ltd. Electronic Sales Office
5-1, Marunouchi 1-chome
Chiyoda-ku, Tokyo
100 Japan


By:-------------------------------------
	Mr. Natsuki Kogiso

Title:	Director/General Manager, Electronic Devices Trade Division


WITNESSED BY:---------------------------
Hitachi, Ltd. Video and Personal Media Systems Division


By:-------------------------------------
	Mr. Toru Funatsu

Title:	General Manager


NIHON EXABYTE CORPORATION
Kioicho TBR Building 1214
5-7 Koujimachi, Chiyoda-ku
Tokyo 102, Japan


By:
   -----------------------------	

Title:
      --------------------------

EXABYTE CORPORATION
1685 38th Street
Boulder, Colorado 80301 U.S.A.


By:
   -----------------------------

Title:
      --------------------------