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                                                                   EXHIBIT 10.22

                                  TELECT, INC.
                          COVENANT OF CONFIDENTIALITY


THIS COVENANT OF CONFIDENTIALITY is made by the undersigned individual
("employee") with Telect, Inc. ("Telect"), a Washington corporation.

WHEREAS, the employee is or will be employed by Telect; and

WHEREAS, the parties believe it to be in their mutual best interests that said
employment be conducted openly and without risk of unauthorized disclosure of
Telect's customer lists, business practices, trade secrets, and other
confidential information accessible to employees;

NOW, THEREFORE, in consideration of employee's commencing or continuing
employment with Telect, the compensation to be paid in connection therewith, and
other good and valuable considerations, employee covenants and agrees as
follows:

1.      Trade Secrets: As an employee of Telect, employee recognizes and
        acknowledges that the ideas, designs, processes, trademarks, trade
        names, know-how, technology, inventions or their improvements, patients
        or patent applications, list of customers and financing sources,
        forecasts, plans, vendor relationships and contracts, internal
        memoranda, insurance policies, training, sales and procedural manuals or
        Telect and its affiliates are valuable, special, and unique assets of
        their business. Employee disclaims any interest therein. Employee
        covenants and agrees not to make use of or disclose such information to
        any person, firm, corporation, association, or other entity for any
        reason or purpose whatsoever, at any time during or after termination of
        employment with Telect for any reason. All computer printouts, manuals,
        files, records, contractual documents, and similar items relating to the
        business of Telect or any of its affiliates or customers (actual or
        prospective) whether prepared by Telect, an affiliate, employee, or
        otherwise coming into the possession of employee shall remain the
        exclusive property of Telect or its affiliates and shall be promptly
        surrendered by employee to Telect or its affiliates upon termination of
        employment for any reason.

2.      Books and Records. Employee shall not, at any time during or after
        termination of employment with Telect, for any reason, without the
        previous written consent of Telect, make use of or disclose to any
        person, corporation, or other entity and files, trade secrets, or other
        confidential information concerning the business clients, methods,
        operations, financing, or services of Telect or any affiliate. Trade
        secrets and confidential information shall mean information disclosed to
        employee or known by him as a consequence of his employment by Telect,
        and not generally known in the industry. Employee acknowledges that all
        files, lists, books, records. literature, products, and other materials
        owned by Telect and its affiliates or used by them in the conduct of
        business shall at all times remain the property of Telect and its
        affiliates, and that employee shall surrender to Telect and its
        affiliates all such lists, books, records, literature, products, and
        other materials upon termination of employment with Telect, irrespective
        of the time, manner, or cause of such termination.

                            CONTINUED ON REVERSE SIDE



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3.      Affiliate: An "affiliate" of Telect shall include any corporation,
        partnership, or other business entity directly or indirectly
        controlling, controlled by, or under common control with Telect.

4.      Disclaimer: Nothing contained herein shall be construed as a contract or
        other arrangements between Telect or any affiliate and employee as to
        employee's commencing or continuing employment with Telect, any such
        employment hereby expressly confirmed to be an employment at will.

IN WITNESS WHEREOF, the undersigned employee has executed this covenant of
confidentiality and the date indicated below:


DATE:
      -----------------------------        ------------------------------------
                                           Employee


                                           Telect, Inc.
                                           a Washington Corporation


DATE:                                      By:
      -----------------------------           ----------------------------------


NOTE: It should be understood that it is not, nor will it be, the Company's
intention to restrict any past employee from making a living or seeking work in
his or her chosen field. However, as the Company continues to grow and becomes
more involved with specific and technical product development and risks exposure
to the competitive marketplace, it must place more and more of its trust and
faith in the hands of its employees. That trust, faith, and educational
investment provides mutual security for both the Company and its employees.

Certain employees will be entrusted with proprietary and/or confidential
material and information beyond that provided or allowed to other employees. It
is for this reason that a Covenant of Confidentiality helps provide those
employees and the Company with a mutual understanding and common commitment in
working together. In addition, it provides added protection of the employee's
right to privacy after leaving the Company.




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