Jeff:

Attached find a term sheet that we are ready to send to Global Crossing.

As you know my team has been negotiating a deal for the sale of our dark fiber assets for cash and an obligation on the part of EBS to buy future services at market from the counterparty. I am far down the road with Qwest, lagging with Level 3 and Global Crossing. The terms proposed here for Global Crossing would upgrade their previous bid from "not even close" to "very competitive" but would still not guarantee a deal. Global Crossing has some tough challenges (credit) that some others don't.

Call if you would like to discuss.

Stewart

713 345-8989