OPTION AGREEMENT

   1
                                                                       EXHIBIT 4

                                OPTION AGREEMENT

         This option agreement ("Agreement") is entered into this 31st day of
March, 1999 by BACE Investments, LLC ("BACE") and Xxxxxx X. Xxxxxxx ("Xxxxxxx").

         Whereas BACE and Xxxxxxx are founders of Optimal Communications, Inc.
("Optimal");

         Whereas BACE owns 490 shares of common stock in Optimal ("BACE
Shares");

         Whereas BACE desires to sell Xxxxxxx an option to purchase 50 of the
BACE Shares ("Xxxxxxx Shares");

         Whereas Xxxxxxx desires to purchase said option.

         Now, therefore in consideration of the payment of $10.00 and the mutual
covenants contained herein, the receipt and sufficiency of which hereby are
acknowledged, the parties agree as follows:

X.       XXXX hereby sells to Xxxxxxx an option to acquire the Xxxxxxx Shares
         for $10.00 ("Option").

B.       The Option shall expire five years after the date of this Agreement
         unless sooner exercised.

C.       The price to be paid by Xxxxxxx to BACE for the Xxxxxxx Shares shall
         equal the price of the Xxxxxxx Shares at the initial public offering of
         Optimal's common stock after adjusting for stock splits ("Exercise
         Price").

D.       The Option shall not be exercisable until the earlier of a sale of
         substantially all of Optimal's assets or stock, or one year from the
         date of this Agreement.

E.       If Xxxxxxx exercises the Option and subsequently sells the Xxxxxxx
         Shares he shall be responsible for any and all taxes owing on the
         difference between the Exercise Price and the sales price. BACE shall
         be responsible for any and all taxes owing on the difference between
         its basis in the Xxxxxxx Shares and the Exercise Price.

F.       The Xxxxxxx Shares shall be subject to the following restrictions:

         Xxxxxxx shall not sell, transfer or otherwise dispose of, hypothecate
or otherwise encumber (voluntarily or involuntarily) (any such sale, transfer,
disposition, hypothecation or encumbrance being referred to as a "transfer") any


   2


Option Agreement
BACE Investments, LLC and Xxxxxx X. Xxxxxxx
March 31, 1999
Page 2 of 2


of the Xxxxxxx Shares without the written approval of Optimal except as
expressly permitted in any subsection of this Section F.

              (a) Xxxxxxx may transfer the Xxxxxxx Shares to an immediate family
member or an entity owned by Xxxxxxx and their immediate family members (an
"Affiliate"); provided, that (i) Xxxxxxx first delivers to Optimal the written
representation of Xxxxxxx and such Affiliate, expressly for the benefit of
Optimal, BACE and Xxxxxxx, that such transfer is not being made for purposes of
circumventing the provisions of this Section F. and that such Affiliate agrees
to be bound by the terms and provisions of this Agreement and (ii) Optimal
determines, in its reasonable discretion, that such representation is true.

              (b) Xxxxxxx may transfer the Xxxxxxx Shares pursuant to a
registered public offering or pursuant to Rule 144 (other than Subsection (k)
thereof) promulgated under the Securities Act or any successor rule or
regulation then in place.

              (c) Any purported transfer of the Xxxxxxx Shares by a party which
is not permitted by the foregoing provisions of this Section, or which is in
violation of such provisions, shall be void and of no force and effect
whatsoever.

         In witness hereof the parties have hereunto set their hands as of the
date first above written.




 /s/ Xxxxxx X. Xxxxxxx
---------------------------------------
Xxxxxx X. Xxxxxxx




BACE Investments, LLC



BY:    /s/ Xxxxx  X. Xxxxxxxx
   ------------------------------------


Its:  Member
    -----------------------------------