January 2, 1997 Mr. Barry Rubenstein 68 Wheatley Road Brookville, New York 11545 Dear Mr. Rubenstein: This will confirm our agreement to extend your Consulting and Non- Competition Agreement dated February 14, 1995 ("Agreement") for a two-year period...

                                                                Exhibit 10.35


                    GLOBAL TELECOMMUNICATION SOLUTIONS, INC.
                                 00 XXXXXX XXXX
                             XXXXXX, XXX XXXX 00000



                                                              January 2, 1997



Xx. Xxxxx Xxxxxxxxxx
00 Xxxxxxxx Xxxx
Xxxxxxxxxx, Xxx Xxxx 00000

Dear Xx. Xxxxxxxxxx:

     This  will  confirm  our  agreement  to  extend  your  Consulting  and Non-
Competition  Agreement  dated  February  14, 1995  ("Agreement")  for a two-year
period commencing on February 14, 1997.

     The  terms  of  your  extended  engagement  shall  be as set  forth  in the
Agreement,  except that the consideration  for the extended  engagement shall be
the issuance to you of an option to purchase  75,000  shares of the common stock
of the Company on the terms and conditions set forth in a stock option agreement
of even date herewith.

     Please  confirm the  extension  of your  agreement  by signing in the space
provided below.

                                                       Very truly yours,

                                                       GLOBAL TELECOMMUNICATION
                                                         SOLUTIONS, INC.



                                                 By:  /s/ Xxxxxx Xxxxxx
                                                    --------------------------
                                                     XXXXXX XXXXXX
ACCEPTED AND AGREED TO:

/s/ Xxxxx Xxxxxxxxxx
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XXXXX XXXXXXXXXX