AMENDMENT TO EMPLOYMENT AGREEMENT

                                  AMENDMENT TO
                              EMPLOYMENT AGREEMENT


     This Amendment (the "Amendment") is made and entered into as of the 31st
day of March, 1998 by and between WorldPort Communications, Inc., a Delaware
corporation ("WorldPort" or the "Company") and Xx. Xxxxxxx X. Xxxxxxx 
("Executive") and amends that certain Employment Agreement dated as of January
1, 1998 between the Company and Executive (the "Employment Agreement").

     WHEREAS, the parties desire to amend Section 6(f) of the Employment
Agreement;

     WHEREAS, all capitalized terms used by not defined herein shall have the
meanings given in the Employment Agreement;

     NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:

     1.   Section 6(f) of the Employment Agreement is hereby amended and
restated to read in its entirety as follows:

          "(f)  The Company shall issue to the Executive an aggregate of 500,000
        shares (the "Shares") of the Company's Common Stock, par value $.0001
        per share, in exchange for $1.33 per share.  The Executive shall pay
        $50,000 of the purchase price to the Company in cash and the remaining
        $615,000 shall be paid to the Company by delivery by the Executive of a
        promissory note.  The promissory note shall accrue interest at an annual
        rate of 11%, mature on January 1, 2000 and provide for monthly payments
        of principal and accrued interest.  The promissory note shall be secured
        by a pledge to the Company of the Shares purchased by the Executive
        hereby."

     2.   Except as otherwise amended hereby, all terms and provisions of the
Employment Agreement shall continue in full force and effect as stated therein.


     IN WITNESS WHEREOF, the parties have executed this Agreement as of the day
and year first above written.

                                   WORLDPORT COMMUNICATIONS, INC.


                                   By: 
                                   Name: 
                                   Title: 




                                   Xxxxxxx X. Xxxxxxx