STOCK OPTION AGREEMENT


         AGREEMENT,   made  as  of  May  3,   2000,   by  and   between   GLOBAL
TELECOMMUNICATION  SOLUTIONS,  INC., a Delaware corporation (the "Company"), and
Paul Silverstein (the "Employee").

         WHEREAS, the Employee is employed by the Company; and

         WHEREAS,  the  Board  of  Directors  has  authorized  the  grant to the
Employee of an option (the  "Option") to purchase an aggregate of 700,000 of the
authorized  but unissued or treasury  shares of the Common Stock of the Company,
$.01 par value ("Common  Stock"),  on the terms and conditions set forth in this
Agreement; and

         WHEREAS,  the  Employee  desires to acquire the Option on the terms and
conditions set forth in this Agreement.

         IT IS AGREED:

         Grant of Stock  Option.  The Company  hereby grants to the Employee the
right and option to purchase all or any part of an  aggregate of 700,000  shares
of the Common  Stock  ("Option  Shares") on the terms and  conditions  set forth
herein.  Said Option is a  non-qualified  stock  option not  intended to qualify
under any section of the Internal  Revenue Code of 1986, as amended,  and is not
granted under any plan,  including the Company's  1994  Performance  Equity Plan
("Plan"). Certain terms used herein, however, are defined under the Plan.

         Exercise  Price.  The exercise price  ("Exercise  Price") of the Option
shall be as  follows:  $0.50 per share for 250,000  shares,  $0.75 per share for
200,000 shares and $1.50 per share for 150,000 shares,  subject to adjustment as
hereinafter provided.

         Exercisability.  This Option is  exercisable,  subject to the terms and
conditions of this Agreement, as follows: (i) Options to purchase 250,000 shares
at $0.50 per share  effective  immediately,  (ii)  Options to  purchase  200,000
shares at $0.75 when the Common Stock trades on the OTC Bulletin Board for $4.00
per share for 15  consecutive  business  days,  and (iii)  Options  to  purchase
250,000  shares at $1.50  per  share  when the  Common  Stock  trades on the OTC
Bulletin Board for $7.00 per shares for 15 consecutive business days. After each
portion of the Options vests,  it shall remain  exercisable for a period of five
years from the date of vesting  ("Exercise  Period"),  except as  otherwise  set
forth in this Agreement.


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         Effect of Termination of Employment.

                  4.1. Termination Due to Death. If Employee's employment by the
Company  terminates by reason of death, the Option shall become fully vested and
exercisable and may thereafter be exercised by the legal  representative  of the
estate or by the legatee of the Employee  under the will of the Employee,  for a
period of one year from the date of such  death or until the  expiration  of the
Exercise Period, whichever period is shorter.

                  4.2. Termination Due to Disability.  If Employee's  employment
by the Company terminates by reason of Disability, the Option shall become fully
vested and  exercisable  and may  thereafter  be exercised by the Employee for a
period of one year from the date of such  termination or until the expiration of
the Exercise Period, whichever period is shorter.

                  4.3.  Termination  by the Company  Without Cause and/or Due to
Retirement.  If Employee's employment is terminated by the Company without cause
or due to Normal Retirement,  then the portion of the Option which has vested by
the date of termination of employment (including vesting on an accelerated basis
pursuant to Section 3) may be  exercised  for a period of one year from the date
of such  termination  of  employment  or until the  expiration  of the  Exercise
Period,  whichever is shorter.  The portion of the Option not yet exercisable on
the date of termination of employment shall immediately expire.

                  4.4. Other Termination.

                       (a) If Employee's employment is terminated for any reason
other than (i) death, (ii) Disability,  (iii) Normal Retirement, or (iv) without
cause by the  Company,  the Option shall  expire on the date of  termination  of
employment.

                       (b) The Committee, in the event the Employee's employment
is terminated  for cause,  may require the Employee to return to the Company the
economic benefit of any Option Shares purchased hereunder by the Employee within
the six  month  period  prior to the date of  termination.  In such  event,  the
Employee hereby agrees to remit to the Company,  in cash, an amount equal to the
difference  between  the Fair Market  Value of the Option  Shares on the date of
termination  (or the sales price of such


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Shares if the Option  Shares  were sold  during  such six month  period) and the
Exercise Price of such Shares.

                  Withholding Tax. Not later than the date as of which an amount
first must be included in the gross income of the  Employee  for Federal  income
tax purposes with respect to the Option,  the Employee shall pay to the Company,
or make arrangements satisfactory to the Committee regarding the payment of, any
Federal,  state and local  taxes of any kind  required  by law to be withheld or
paid with respect to such amount  ("Withholding  Tax").  The  obligations of the
Company under the Plan and pursuant to this Agreement shall be conditioned  upon
such  payment or  arrangements  with the Company and the Company  shall,  to the
extent permitted by law, have the right to deduct any Withholding Taxes from any
payment of any kind otherwise due to the Employee from the Company.

                  Adjustments.  If and to the  extent  that the number of issued
shares of Common  Stock  shall be  increased  or  reduced  by  reclassification,
split-up,  stock dividend,  combination of shares,  or any similar change in the
Common Stock of the Company as a whole, the Company shall proportionally  adjust
the number and kind of Option  Shares and the exercise  price of the Option,  to
such  extent  and in such  manner  as  shall as  closely  as  possible  maintain
Optionee's  proportionate  interest in the Company and his rights hereunder.  If
(i)  the  Company  shall  not  be  the  surviving  corporation  in  any  merger,
combination,  consolidation or similar type of corporate transaction, or (ii) if
the Company is the  survivor,  but the  outstanding  shares of Common  Stock are
exchanged for  securities  of another  company,  or property,  then the Board of
Directors  will  make  appropriate   provision  so  that  this  Option  will  be
exercisable  for the full period as provided in this Agreement for securities or
other  property  of the  surviving  or other  entity as if this  Option had been
exercised  for  Common  Stock  immediately  before  such  merger,   combination,
consolidation or other  transaction.  No fractional shares of Common Stock shall
be issued as a result of any adjustment under this provision,  and to the extent
any  adjustment  results  in a  fractional  share  of  Common  Stock,  then  the
adjustment will be to the lower full share.

                  Method of Exercise.

                       Notice to the  Company.  The Option may be  exercised  in
whole or in part by  written  notice in the form  attached  hereto as  Exhibit A
directed to the Company at its principal  place of business  accompanied by full
payment as  hereinafter  provided of the exercise price for the number of Option
Shares specified in the notice and of the Withholding Taxes, if any.

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                       Delivery of Option  Shares.  The Company  shall deliver a
certificate  for the Option Shares to the Employee as soon as practicable  after
payment therefor.

                  Payment of Purchase Price.

                       Cash  Payment.  The Employee  shall make cash payments by
wire transfer,  certified or bank check or personal  check, in each case payable
to the order of the  Company;  the  Company  shall not be  required  to  deliver
certificates  for Option  Shares until the Company has  confirmed the receipt of
good and available funds in payment of the purchase price thereof.

                       Cashless Payment. The Committee,  in its sole discretion,
may allow  Employee to use Common Stock of the Company  owned by him to make any
required payments by delivery of stock certificates in negotiable form which are
effective to transfer good and valid title  thereto to the Company,  free of any
liens or  encumbrances.  Shares of Common Stock used for this  purpose  shall be
valued at the Fair Market  Value.  Notwithstanding  the  foregoing,  the Company
shall  have the right to reject  payment  in the form of Common  Stock if in the
opinion  of  counsel  for the  Company,  (i) it  could  result  in an  event  of
"recapture"  under Section 16(b) of the  Securities  Exchange Act of 1934;  (ii)
such shares of Common Stock may not be sold or  transferred  to the Company;  or
(iii) such transfer could create legal difficulties for the Company.

                  Nonassignability.  The  Option  shall  not  be  assignable  or
transferable,  except by will or by the laws of descent and  distribution in the
event of the death of the Employee. No transfer of the Option by the Employee by
will or by the laws of descent and  distribution  shall be effective to bind the
Company unless the Company shall have been furnished with written notice thereof
and a copy of the will  and/or  such  other  evidence  as the  Company  may deem
necessary to establish  the validity of the transfer and the  acceptance  by the
transferee or transferees of the terms and conditions of the Option.

                  Form S-8  Registration.  The Company hereby grants to Employee
the right to request the Company to register the Employee's  exercisable  Option
Shares on Form S-8 filed by the  Company  after the date  hereof  and during the
period  in which  Employee  is  employed  by the  Company  or by any  subsidiary
thereof.  Notwithstanding  the  foregoing,  the Company shall have no obligation
hereunder in connection  with any  registration  statement or amendment  thereto
unless the  Employee  provides to the

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Company  information  with respect to his ownership of Option Shares,  manner of
proposed  disposition  and such other  matters as the Company  shall  reasonably
request for disclosure in the registration statement or any amendment thereto.

                  Company  Representations.  The Company  hereby  represents and
warrants to Employee that:

                       The Company,  by appropriate and all required action,  is
duly  authorized  to  enter  into  this  Agreement  and  consummate  all  of the
transactions contemplated hereunder; and

                       The  Option  Shares,  when  issued and  delivered  by the
Company to Employee in accordance with the terms and conditions hereof,  will be
duly and validly issued and fully paid and non-assessable.

                  Employee  Representations.  The Employee hereby represents and
warrants to the Company that:

                       he is acquiring  the Option and shall  acquire the Option
Shares for his own account and not with a view towards the distribution thereof;

                       he has  received  a copy  of all  reports  and  documents
required to be filed by the Company with the Securities and Exchange  Commission
pursuant to the Securities Exchange Act of 1934, as amended,  within the last 24
months and all reports issued by the Company to its stockholders;

                       he understands that he must bear the economic risk of the
investment  in the Option  Shares,  which  cannot be sold by him unless they are
registered  under the  Securities  Act of 1933 (the "1933 Act") or an  exemption
therefrom is available thereunder and that the Company is under no obligation to
register the Option Shares for sale under the 1933 Act;

                       in his  position  with the  Company,  he has had both the
opportunity to ask questions and receive answers from the officers and directors
of the  Company and all persons  acting on its behalf  concerning  the terms and
conditions of the offer made hereunder and to obtain any additional  information
to the extent the Company  possesses  or may  possess  such  information  or can
acquire  it  without  unreasonable  effort or  expense  necessary  to verify the
accuracy of the information obtained pursuant to clause (iii) above;
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                       he is aware that the Company  shall  place stop  transfer
orders with its transfer  agent against the transfer of the Option Shares in the
absence of registration under the 1933 Act or an exemption therefrom as provided
herein; and

                       if, at the time of  issuance  of the Option  Shares,  the
issuance  of such  shares  have not been  registered  under  the 1933  Act,  the
certificates evidencing the Option Shares shall bear the following legend:

                       "The  shares  represented  by this  certificate
                       have been acquired for  investment and have not
                       been  registered  under the  Securities  Act of
                       1933. The shares may not be sold or transferred
                       in  the  absence  of  such  registration  or an
                       exemption therefrom under said Act."

                  Restriction on Transfer of Option Shares.

                       Anything   in   this    Agreement    to   the    contrary
notwithstanding,  Employee hereby agrees that he shall not sell, transfer by any
means  or  otherwise  dispose  of the  Option  Shares  acquired  by him  without
registration  under  the  1933  Act,  or in  the  event  that  they  are  not so
registered,  unless (i) an exemption from the 1933 Act registration requirements
is available  thereunder,  and (ii) the Employee has  furnished the Company with
notice  of such  proposed  transfer  and the  Company's  legal  counsel,  in its
reasonable opinion, shall deem such proposed transfer to be so exempt.

                       Anything   in   this    Agreement    to   the    contrary
notwithstanding,  Employee hereby agrees that he shall not sell, transfer by any
means or otherwise dispose of the Option Shares acquired by him (i) prior to six
months after the Grant Date and (ii) except in accordance with Company's policy,
if any,  regarding the sale and  disposition  of  securities  owned by employees
and/or directors of the Company.

                  Miscellaneous.

                       Notices.  All notices,  requests,  deliveries,  payments,
demands and other  communications  which are  required or  permitted to be given
under  this  Agreement  shall  be in  writing  and  shall  be  either  delivered
personally or sent by registered or certified mail, or by private courier to the

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parties at their respective addresses set forth herein, or to such other address
as either shall have  specified by notice in writing to the other.  Notice shall
be deemed duly given hereunder when delivered or mailed as provided herein.

                       Employee and Stockholder  Rights.  The Employee shall not
have any of the rights of a stockholder  with respect to the Option Shares until
such  shares  have been issued  after the due  exercise  of the Option.  Nothing
contained in this Agreement shall be deemed to confer upon Employee any right to
continued  employment with the Company or any subsidiary  thereof,  nor shall it
interfere  in any way with the right of the  Company to  terminate  Employee  in
accordance  with  the  provisions   regarding  such  termination  set  forth  in
Employee's written employment  agreement with the Company, or if there exists no
such agreement, to terminate Employee at will.

                       Waiver. The waiver by any party hereto of a breach of any
provision of this Agreement shall not operate or be construed as a waiver of any
other or subsequent breach.

                       Entire Agreement.  This Agreement  constitutes the entire
agreement  between the parties with respect to the subject matter  hereof.  This
Agreement may not be amended except by writing  executed by the Employee and the
Company.

                       Binding Effect; Successors. This Agreement shall inure to
the  benefit of and be binding  upon the  parties  hereto and, to the extent not
prohibited   herein,   their   respective   heirs,   successors,   assigns   and
representatives. Nothing in this Agreement, expressed or implied, is intended to
confer on any person other than the parties hereto and as provided above,  their
respective heirs, successors,  assigns and representatives any rights, remedies,
obligations or liabilities.

                       Governing  Law. This  Agreement  shall be governed by and
construed in accordance  with the laws of the State of New York (without  regard
to choice of law provisions).

                       Headings.  The headings contained herein are for the sole
purpose of  convenience  of reference,  and shall not in any way limit or affect
the  meaning  or  interpretation  of any of the  terms  or  provisions  of  this
Agreement.
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                  IN WITNESS  WHEREOF,  the  parties  hereto  have  signed  this
Agreement as of the day and year first above:

GLOBAL TELECOMMUNICATION                    Address: 317 Madison Avenue
SOLUTIONS, INC.                                      New York, New York 10017



By:________________________________
Lee R. Montellaro
Chief Financial Officer


EMPLOYEE:                                   Address:



----------------------------
Paul Silverstein

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                                                                       EXHIBIT A

                      FORM OF NOTICE OF EXERCISE OF OPTION

--------------------
           DATE

GLOBAL TELECOMMUNICATION
SOLUTIONS, INC.
317 Madison Avenue
New York, New York 10017
Attention:  Stock Option Committee of
            the Board of Directors

                           Re:      Purchase of Option Shares

Gentlemen:

                  In accordance  with my Stock Option  Agreement dated as of May
3, 2000 with Global Telecommunication  Solutions, Inc. (the "Company"), I hereby
irrevocably  elect to  exercise  the right to purchase  _________  shares of the
Company's common stock, par value $.01 per share ("Common Stock").

                  As payment  for my  shares,  enclosed  is (check and  complete
applicable box[es]):

                                             a   [personal   check]   [certified
                           check] [bank  check]  payable to the order of "Global
                           Telecommunication Solutions, Inc." in the sum of
                           $---------;

                                             confirmation  of wire  transfer  in
                           the amount of $_____________; and/or

                                             with the consent of the Company,  a
                           certificate  for  __________  shares of the Company's
                           Common  Stock,  free and  clear of any  encumbrances,
                           duly  endorsed,  having a Fair Market  Value (as such
                           term is defined in the 1994 Performance  Equity Plan)
                           of $_________.

                  I hereby represent and warrant to, and agree with, the Company
that:

                  1. I have  acquired  the Option and shall  acquire  the Option
Shares for my own  account,  for  investment,  and not with a view  towards  the
distribution thereof;

                  2. I  have  received  a copy  of  all  reports  and  documents
required to be filed by the Company with the Commission pursuant to the Exchange
Act  within  the last 24 months  and all  reports  issued by the  Company to its
stockholders;

                  3. I  understand  that I must  bear the  economic  risk of the
investment  in the Option  Shares,  which  cannot be sold by me unless  they are
registered  under the  Securities  Act of 1933 (the "1933 Act") or an  exemption
therefrom is available thereunder and that the Company is under no obligation to
register the Option Shares for sale under the 1933 Act;

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                  4. I agree  that I will not  sell,  transfer  by any  means or
otherwise  dispose  of  the  Option  Shares  acquired  by me  hereby  except  in
accordance with Company's policy, if any,  regarding the sale and disposition of
securities owned by employees and/or directors of the Company;

                  4. In my  position  with  the  Company,  I have  had  both the
opportunity to ask questions and receive answers from the officers and directors
of the  Company and all persons  acting on its behalf  concerning  the terms and
conditions of the offer made hereunder and to obtain any additional  information
to the extent the Company  possesses  or may  possess  such  information  or can
acquire  it  without  unreasonable  effort or  expense  necessary  to verify the
accuracy of the information obtained pursuant to clause (ii) above;

                  5. I am aware  that the  Company  shall  place  stop  transfer
orders with its transfer  agent against the transfer of the Option Shares in the
absence of registration under the 1933 Act or an exemption therefrom as provided
herein; and

                  6. If,  at the time of  issuance  of the  Option  Shares,  the
issuance  of such  shares  have not been  registered  under  the 1933  Act,  the
certificates evidencing the Option Shares shall bear the following legend:

                           "The shares represented by this certificate
                           have been acquired for  investment and have
                           not been  registered  under the  Securities
                           Act of 1933.  The shares may not be sold or
                           transferred   in  the   absence   of   such
                           registration  or  an  exemption   therefrom
                           under said Act."


                  Kindly   forward  to  me  my   certificate  at  your  earliest
convenience.


Very truly yours,

------------------------------
Signature

------------------------------
(Print Name)

------------------------------
(Address)

------------------------------
(Social Security Number)


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