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EXHIBIT 4.1
HIGHAM, XxXXXXXXX & XXXXXXX
00000 Xxxxx Xxxx, Xxxxx 000
Xxxxxx Xxxxxx, Xxxxxxxxxx 00000
Tel: 714/000-0000
Fax: 714/000-0000
March 27, 1997
Xxxxxx X. Xxxx
President
Xxxxxx Communications, Inc.
00000 Xxxxx Xxxxx
Xxxxx, Xxxxxxxxxx 00000
Re: Amendment No. 2 to Engagement Letter/Service Agreement
Dear Xxxx:
The Engagement Letter/Service Agreement entered into between the parties on
September 25, 1996 is hereby amended, as follows:
1. Higham, XxXxxxxxx & Xxxxxxx hereby agrees to accept in payment
of our fees as incurred, from time to time, up to an additional 400,000 shares
of Common Stock.
2. The Common Stock issued will be valued at the average bid price
for the ten days prior to the date of issuance less thirty percent.
Except as provided herein, all terms and provisions of our September
25, 1996 letter are in full force and effect, and have not been changed,
amended or modified.
Very truly yours,
HIGHAM, XxXXXXXXX & XXXXXXX
/s/ Xxxx X. Xxxxxxx
Xxxx X. Xxxxxxx
CCB:jcb
Enclosure
The undersigned hereby agrees to the foregoing.
Dated: March 27, 1997
XXXXXX COMMUNICATIONS, INC.
By: /s/ Xxxxxx X. Xxxx
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Title: President
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