[LETTERHEAD OF TYCO]                                                   TYCO INTERNATIONAL (US) INC.                                                   PO BOX 5035                                                   BOCA PATON, FL 33431-0835                                                   WRITER'S DIRECT: 561-988-3683                                                   WRITER'S FAX:    561-988-3639          INTEROFFICE MEMORANDUM          [ILLEGIBLE]DATE      September 29, 2000TO        FilesFROM      Mark SwartzSUBJECT   Special TyCom related bonuses          On July 27, 2000, Tyco successfully completed the TyCom IPO. The sale          of 14% of TyCom generated a one-time gain of approximately $1.760          billion on the books of Tyco. We have decided to award special bonuses          to various Tyco employees for their efforts over the past few years in          enhancing the value of TyCom, and thereby contributing to this gain.          Selected employees will receive their bonus in the form of Cash,          forgiveness of relocation loans, and/or Tyco Common shares under          Tyco's restricted stock program.          These bonus payments are NOT in lieu of a normal yearend bonus, rather          the amounts represent an incremental payment to reward selected          employees for the successful TyCom IPO and the generation of a $1.760          billion gain.          Cc: LD Kozlowski              P Prue