GTC TELECOM CORP. LETTERHEAD] September 23, 1999 Dear Tim: This letter confirms our understanding that you are to be issued 5,000 shares of GTC Telecom common stock with registration rights. These shares are issued to you, in lieu of cash, as payment...

                    [GTC TELECOM CORP. LETTERHEAD]



                                                    September 23, 1999


Dear Xxx:


This letter confirms our understanding that you are to be issued
5,000 shares of GTC Telecom common stock with registration rights.
These shares are issued to you, in lieu of cash, as payment against
$20,000 for services rendered relating to the design and printing of
the Company's corporate brochures.

Please sign this letter confirming your understanding of the agreement.

Sincerely,




Xxxx Xxxxxxx
/s/ Xxxx Xxxxxxx                            /s/ Xxx Xxxxxxxx
COO                                         Xxx Xxxxxxxx
GTC Telecom