Short Form GTC's

Elizabeth,

Attached are the short form of GTC's that we would like to use in connection
with our telecom transactions. Certain provisions of these GTC's are
bracketed and I would appreciate your view as to whether or not these
provisions should be included. Also please note that I have incorporated the
termination provisions that you sent to me by fax and these provisions are
bracketed and set forth in Section 4. Let us have your feedback when you
can, as we would like to start using these (and preparing a version for use
with our advertising master!) Thanks in advance for your help!!

Cynthia