OBERON SECURITIES

Exhibit
      10.84

OBERON
SECURITIES
November
      15, 2005
Xx.
      Xxx Xxxxxxxxx
Xfone,
      Inc.
Britannia
      House
000
      Xxxx
      Xxxx
London,
      N12 9RY
United
      Kingdom

Fees
      Due to Oberon Securities, LLC from Xfone, Inc. in connection with past services
      and certain transactions

Dear
      Xx.
      Xxxxxxxxx:

This
      letter serves as a negotiated agreement of all remaining fees due to Oberon
      Securities, LLC (“Oberon”) from outstanding retainer payments through the end of
      November 2005, non-cash M&A fees related to the acquisition of WS Telecom,
      Inc. (for purposes of clarity this does not include fees due to Oberon from
      either I-55 Telecommunications, LLC. or I-55 Internet Services, Inc. which
      shall
      be paid upon the closing of those respective transactions), and warrants due
      from the financial advisory services provided by Oberon to Xfone, Inc. in
      conjunction with fundraising from Laurus Master Fund, Ltd., Crestview Capital
      Master, LLC, Burlingame
      Equity Investors, LP, Burlingame Equity Investors II, LP, and Burlingame Equity
      Investors (Offshore), Ltd. 

The
      following reflects the agreement between the parties with respect to total
      and
      final consideration due to Oberon pursuant to the Finders Agreement and the
      Financial Consulting Agreement between the parties for said services /
      transactions:
 
Common
      Shares - $105,000 “Market Value” - defined below
Warrants
      - 245,000 5-year warrants @ $3.15 strike price 

For
      purposes of this letter agreement, the common shares will be delivered to Oberon
      within 7 calendar days of the effectiveness of the covering registration
      statement (or at any earlier time as may be requested by Xxxxxx). The specific
      number of common shares granted to Oberon on that date shall be equal to (a)
      the
“Market Value” of the shares of common stock due to Oberon; divided by (b) the
      average closing price per share from the three trading days after the date
      the
“resale” registration statement including such shares has been declared
      effective by the SEC (with such average price from this section (b) subject
      to a
      ceiling of $4.00 per share and a floor of $2.00 per share). 

I
      look
      forward to continuing to work with Xfone on its financing and M&A
      needs.

Best
      regards, 

/s/
      Xxxx Xxxxxxxxxx
Xxxx
      Xxxxxxxxxx


Agreed
      to
      by:

/s/
      Xxx Xxxxxxxxx
Xxx
      Xxxxxxxxx
Xfone,
      Inc.
Chief
      Executive Officer
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OBERON SECURITIES

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