EXHIBIT 10.28 AGREEMENT BETWEEN BRITISH TELECOM AND VERSUS TECHNOLOGY U.K. DATED SEPTEMBER 24, 1996

                                  EXHIBIT 10.28

                      AGREEMENT BETWEEN BRITISH TELECOM AND
                 VERSUS TECHNOLOGY U.K. DATED SEPTEMBER 24, 1996




                                       BT

                                                Materials & Services
                                                Supply Management
                                                Post Point C108

                                                Telephone         (01793) 547466
                                                International     +44 1793
                                                Facsimile         (01793) 547175

Versus Technology
Unit B7                                               Our ref:  NVM38/032
Xxxxxxxxx Xxxx
Xxxxxxxxx Xxxxxx Xxxxxx
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XX00 0XX                                              24th September 1996

FOR THE ATTENTION OF XXX XXXXXX

Dear Xxx

On behalf of BT plc, I hereby confirm the telephone conversation between A
Suleman and G Xxxxxxx on 12 September 1996 whereby the Contract was amended as
follows:-

AMENDMENT ADVICE No:   1

CONTRACT No:  644511 (Pseudo 644513)        DATED:  1 September 1995

DESCRIPTION:  Telecom Red Products

NATURE OF AMENDMENT:   To extend the Contract period by 5 months from 31 August 
1996 to 31 January 1997.

The estimated Contract value will be increased by (pound)1,700,000 from
(pound)4,300,000 to (pound)6,000,000.

All other terms and conditions of the Contract remain unchanged.


Yours sincerely


/s/ Xxxxxx Xxxxxxx
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XXXXXX XXXXXXX
Buyer
Electronics & Telecom Red