EXHIBIT 10.9

                  INTERNET TELEPHONY SERVICE AGREEMENT
                  ------------------------------------



This Service Agreement ("Agreement") is made as of the 1st day of June,
1999 ("Effective Date"), by and between Intercomm Americas, Inc. (IAI),
(Service Provider) with its principal office at 5444 Westheimer, Ste.
1920, Houston, Texas 77056, and NetVoice Technologies, Inc., (NVT) with
its principal office at 13747 Montfort Dr., Ste. 250, Dallas, TX 75240,
hereinafter called ("CUSTOMER").

WHEREAS, Service Provider is in the business of providing internet
telecommunications services and
WHEREAS CUSTOMER desires to use such internet telecommunications services
from Service Provider.

NOW, THEREFORE, the parties agree as follows:

1.   SERVICES.  IAI agrees to furnish CUSTOMER telecommunications
     services set forth in Exhibit A and Exhibit B to this Agreement, at
     the rates set forth therein and subject to the terms and conditions
     contained in this Agreement.

2.   TERM.  The term of this Agreement shall commence on the Effective
     Date and will continue for a period of one (1) year.  This Agreement
     can be terminated if either party notifies the other party in
     writing not less that sixty (60) days prior to the termination date
     of it's desire to terminate this Agreement.

3.   CHARGES AND PAYMENT.

     All Usage Charges for services provided by IAI under this Agreement
     are set forth in Exhibit A, which charges are subject to change as
     hereinafter provided.

     All Usage Charges for services provided under this Agreement will be
     billed weekly.  With each invoice IAI shall provide complete call
     detail recording to CUSTOMER to facilitate CUSTOMER's billing to its
     carrier accounts.

     CUSTOMER shall remit payment to IAI via wire transfer within 2
     business days of receipt of payment from CUSTOMER's carrier accounts.

     IAI warrants that the invoices to CUSTOMER will accurately reflect
     call usage so as to not cause undue payment delays from its carrier
     accounts and furthermore IAI will not hold CUSTOMER liable for
     payment of invoices until CUSTOMER has fully received payment from
     its carrier accounts.  In the event carrier account defaults, IAI
     will have no claim or warrants against CUSTOMER for said traffic.

     Payments from CUSTOMER to IAI shall be to:
               Bank One Texas NA, ABA Routing #111000614
               Houston, Texas
               For further credit or the benefit of
               INTERCOMM AMERICAS INC., Acct#1560950774

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4.   TAX EXEMPTION CERTIFICATE.  Should CUSTOMER claim an exemption from
     any sales, use, or other tax, the CUSTOMER shall provide such
     exemption information to IAI.  It will be the responsibility of
     CUSTOMER to make sure that its proof of exempt status remains
     current.  In no event shall IAI be liable for any taxes due by
     CUSTOMER and CUSTOMER hereby indemnifies IAI against any such claims
     for taxes by any tax in authority or party acting on behalf of such
     taxing authority.

5.   LIMITATION OF LIABILITY  IAI'S LIABILITY HEREUNDER IS LIMITED TO
     DIRECT DAMAGES ONLY.  IAI WILL NOT BE RESPONSIBLE FOR CONSEQUENTIAL,
     INCIDENTAL, SPECIAL OR INDIRECT LOSS OR DAMAGE OF ANY KIND.  IAI
     SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY LOSS, COST OR EXPENSE
     ARISING FROM THE DELAY OF ANY TELEPHONE OPERATING COMPANY, LOCAL
     EXCHANGE CARRIER, OR ANY OTHER THIRD PARTY, ABSENT GROSS NEGLIGENCE
     OR WILLFUL MISCONDUCT ON THE PART OF IAI.

6.   INDEMNIFICATION.  CUSTOMER hereby indemnifies and holds harmless
     IAI, its affiliates, their respective officers, directors,
     shareholders, employees, agents, successors and assigns, and each of
     them, from and against any and all damages, losses, claims,
     liabilities, demands, charges, suits, penalties, costs of expenses,
     whether accrued, absolute, contingent or otherwise, including but
     not limited to court costs and attorney's fees, which any of the
     foregoing may incur or to which any of the foregoing may be
     subjected, arising out of or otherwise based upon any of the
     following:

     6.1  Any breach or default by CUSTOMER under any of the provisions
          of this Agreement or of any other agreement or instrument to
          which IAI or an affiliate is a party or which is in favor of
          IAI or an affiliate of IAI;

     6.2  Claims of any third person or entity for libel, slander,
          infringement of copyright, or unauthorized use of trademark,
          trade name, or service mark arising out of material, data,
          information, or other content transmitted by CUSTOMER over
          IAI's networks; or

     6.3  Any act or omission of CUSTOMER or its agents, servants,
          employees, contractors, or representatives.

     For purposes of this Agreement, an "affiliate" of IAI includes any
     person or entity controlling, controlled by or under common control
     with IAI.

7.   SUSPENSION OF SERVICE; TERMINATION OF AGREEMENT.  In the event CUSTOMER:

     a.   Breaches any provision of this Agreement including but not
          limited to the provisions regarding payment; or

     b.   Files or initiates proceedings or has proceedings filed or
          initiated against it, relating to its liquidation, insolvency,
          reorganization or relief (such as the appointment of a trustee,
          receiver, liquidator, custodian or other official) under any
          bankruptcy, insolvency or other similar law or makes an
          assignment for the benefit of its creditors or enters into an

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          agreement for the composition, extension or readjustment of its
          obligations in connection with the foregoing;

     Then IAI may, upon notice to CUSTOMER, at the IAI's option and in
     addition to such other rights or remedies as it may have under this
     Agreement, at law or in equity, without incurring any liability: (i)
     suspend service to CUSTOMER until such time that such circumstance
     is corrected (provided IAI shall not be prohibited from terminating
     this Agreement after suspending service); (ii) declare all charges
     that have been billed to CUSTOMER by IAI to be immediately due and
     payable, provided said carrier accounts have been paid and are
     current to CUSTOMER; or (iii) terminate this Agreement.

8.   CROSS DEFAULT/CROSS TERMINATION.  IAI, at its option, may also
     terminate services provided to CUSTOMER under this Agreement upon at
     least (30) days notice to CUSTOMER, in addition to such other rights
     or remedies as IAI may have under any agreement, at law or in
     equity, in the event CUSTOMER or any affiliate of CUSTOMER breaches
     any provision of any other agreement or instrument with or in favor
     of IAI or any affiliate of IAI.

9.   FORCE MAJEURE.  Notwithstanding anything to the contrary herein, IAI
     shall not be liable to CUSTOMER or any other person or entity for
     damages, or deemed to be in breach of this Agreement, due to causes
     outside of IAI's reasonable control, including, without limitation,
     acts of God, fire, explosion, vandalism, storm or other natural
     occurrences; any law, order, regulation, direction, action or
     request of the United States government or of any government
     (including without limitation, state and local governments having
     jurisdiction over any of the parties) or of any department, agency,
     commission, court, bureau, corporation or other instrumentality of
     any one or more of such governments, or of any civil or military
     authority; national emergencies; insurrection; riots; wars; strikes,
     lockouts, work stoppage or other such labor difficulties; or any act
     or omission of any other person or entity.

10.  ASSIGNMENT.  This Agreement shall be binding upon and inure to the
     benefit of the parties hereto and their respective successors and
     permitted assigns.  CUSTOMER may not assign, delegate, or transfer
     any of its rights or obligations hereunder without the prior written
     consent of IAI.  For purposes hereof, the following also constitutes
     an assignment: (a) any merger, consolidation or reorganization to
     which CUSTOMER is a party, (b) the sale or transfer of all or
     substantially all the assets of CUSTOMER, or (c) the sale, issuance
     or transfer of any voting securities of CUSTOMER which results in a
     change in control of CUSTOMER.

11.  WAIVER.  The delay or failure of IAI to enforce insist upon
     compliance with any of the terms or conditions of this Agreement or
     to exercise any remedy provided herein, the waiver of any term or
     condition of this Agreement, or the granting of an extension of time
     for performance shall not constitute the permanent waiver of any
     term, condition or remedy of or under this Agreement, and this
     Agreement and each of its provision shall remain at all times in
     full force and effect unless and until modified as provided herein.

12.  NOTICES.  All notices required by this Agreement shall be assumed to
     have been delivered when sent in a sealed envelope, postage prepaid
     and sent either express or overnight delivery or registered or
     certified mail, return receipt requested and addressed to each party
     as follows:

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     If to IAI:          Intercomm Americas, Inc.
                         5444 Westheimer, Ste. 1920
                         Houston, TX 77056
                         Attention: Mark Mohr

     If to CUSTOMER:     NetVoice Technologies, Inc.
                         13747 Montfort Dr.,Ste. 101
                         Dallas, Texas 75240
                         Attention: William Bedri

13.  SEVERABILITY.  If any term, covenant, or condition of this Agreement
     or the application thereof to any person or circumstance shall be
     determined to any extent to be invalid or unenforceable, the
     remainder of this Agreement, or the application of such term,
     covenant, or condition to persons or circumstances other than those
     as to which it is held invalid or unenforceable, shall not be
     affected by such determination.

14.  SURVIVAL.  The covenants and agreements of CUSTOMER contained in
     this Agreement with respect to payment of amounts due and
     indemnification shall survive any termination of this Agreement.

15.  HEADINGS.  Headings contained herein are provided for convenience
     and reference only and do not affect or limit the interpretation,
     contents or terms of this Agreement.

16.  GOVERNING LAW AND CONSENT TO JURISDICTION.  THIS AGREEMENT SHALL BE
     CONSTRUED AND ENFORCED IN ACCORDANCE WITH, AND THE VALIDITY AND
     PERFORMANCE HEREOF SHALL BE GOVERNED BY, THE INTERNAL LAWS OF THE
     STATE OF TEXAS AND CUSTOMER HEREBY CONSENTS TO THE JURISDICTION OF
     THE COURTS OF SAID STATE WITH RESPECT TO ANY DISPUTE, CONTROVERSY OR
     OTHER MATTER RELATING TO OR ARISING OUT OF THIS AGREEMENT.

17.  EXECUTION.  This Agreement may be executed in counterparts and each
     of such counterparts shall, for all purposes, be deemed to be an
     original but all together only one Agreement.

18.  THIRD PARTIES.  Nothing contained in this Agreement or in any
     instrument or document executed by any party in connection with the
     transactions contemplated hereby shall create any rights in, or be
     deemed to have been executed for the benefit of, any person or
     entity that is not a party hereto or a successor or permitted assign
     of a party hereto.


19.  ADDITIONAL PROVISIONS.

     A.   Nothing herein shall be construed as conveying any interest in
          any property of IAI, and CUSTOMER shall not represent that such
          conveyance has occurred.

     B.   The provision of service by IAI is subject to the condition
          that the service will not be used for any unlawful purpose.

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20.  ENTIRE AGREEMENT.  This Agreement, including its Exhibits,
     constitutes the entire agreement between the parties with respect to
     the subject matter hereof and supersedes all prior or
     contemporaneous agreements, whether written or oral, between IAI and
     CUSTOMER.  No waiver, alteration or modification of any of the
     provisions of this Agreement, shall be binding unless in writing and
     signed by a duly authorized representative of the parties.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year above written as the effective date.

Intercomm Americas, Inc.                CUSTOMER


By: /s/ MARK MOHR                       By: /s/ FRED RACKERS
   ---------------------------             ----------------------------
     Mark Mohr
                                        Name: FRED RACKERS
                                             --------------------------

Title: President                        Title: VP
                                              -------------------------

Date: June 6, 1999                      Date: June 1, 1999
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                                Exhibit A



Countries Covered:            All international termination


Payment Rates:                To be determined on customer specific and
                              country specific basis less a $.003 per
                              minute network management fee


Billing Cycle:                Weekly


FOB Point:                    Dallas, Houston, Ft. Lauderdale










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