Gallup Revised Amendment

Attached please find the revised Amendments (both clean copy and marked copy
showing changes to 5/23 draft to reflect updated numbers provided today by
John Scarborough). As noted in my earlier e-mail today, I need:

(1) Amended and Restated LLC Agreement, Section 1.01, definition of Offer
Price (need revised Class C member interest offer price),

(2) Exhibit A to Amended and Restated LLC Agreement (amount of ECS' capital
contribution in respect of Gallup, presumably value of contributed assets),

(2) Flow of Funds Memo (need new number for Section 3(a)(ii) (amount ECHO
wires to ECS), and

(3) Flow of Funds memo (need new number for Section 3(b) (amount ECS wires to
ECHO).

The Amended and Restated LLC Agreement and Flow of Funds memo are included in
the closing volume previously delivered to you.

Thanks, NJD