EXHIBIT 10.41

                          REGISTRATION RIGHTS AGREEMENT


                  REGISTRATION RIGHTS AGREEMENT,  dated as of February 20, 2001,
among SAVVIS  COMMUNICATIONS  CORPORATION,  a Delaware  corporation  ("Savvis"),
WELSH,  CARSON,  ANDERSON & STOWE VIII,  L.P.,  a Delaware  limited  partnership
("WCAS "), WCAS  MANAGEMENT  CORPORATION  ("WCAS  Management"),  and the several
other persons  affiliated  with WCAS listed on the  signature  pages hereto (the
"WCAS Persons").  WCAS, WCAS  Management,  the WCAS Persons and their successors
and  permitted  assigns  are  hereinafter  sometimes   collectively  called  the
"Investors".

                              W I T N E S S E T H:

                  WHEREAS, WCAS and Bridge Information Systems, Inc., a Missouri
corporation  ("Bridge") are parties to a Stock Purchase  Agreement,  dated as of
February 7, 2000 (the  "February  2000 Purchase  Agreement"),  pursuant to which
Bridge sold to WCAS  6,250,000  shares (the  "February  2000 Common  Shares") of
Common Stock.  $.01 par value ("Savvis Common Stock"),  of Savvis  determined in
accordance  with  Section  1  thereof,  on the terms  and  conditions  set forth
therein;

                  WHEREAS,  in order to induce  WCAS to enter into the  February
2000 Purchase  Agreement and consummate the transactions  contemplated  thereby,
Bridge and Savvis  granted to WCAS certain  registration  rights with respect to
the February 2000 Common Shares pursuant to the Registration  Rights  Agreement,
dated as of February 7, 2000 (the  "Original  Registration  Rights  Agreement"),
among Savvis, WCAS and Bridge;

                  WHEREAS,  the  WCAS  Persons  and  Savvis  are  parties  to  a
Securities Purchase  Agreement,  dated as of the date hereof (the "February 2001
Purchase  Agreement"),  pursuant  to which  Savvis  desires  to sell to the WCAS
Persons,  their  successors and permitted  assigns up to  $20,000,000  aggregate
principal amount of 10% Convertible  Senior Secured Notes of Savvis  convertible
into such number of shares (the "February  2001 Common Shares" and  collectively
with the February  2000 Common  Shares,  the "Savvis  Common  Shares") of Common
Stock determined  according to Sections 15 (and subject to adjustment  according
to Section 16) of such notes;

                  WHEREAS, in order to induce the WCAS Persons to enter into the
February 2001 Purchase  Agreement and consummate the  transactions  contemplated
thereby, Savvis has agreed to grant the WCAS Persons certain registration rights
with respect to all of the Savvis Common Shares; and

                  WHEREAS,  the  execution of this  Agreement is not intended to
amend,  modify,  change,  restate or terminate the Original  Registration Rights
Agreement  and all rights and  obligations  of the  parties  under the  Original
Registration Rights Agreement will continue to be of force and effect;

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                  NOW, THEREFORE, the parties hereto agree as follows:

                  SECTION  1.   Certain   Definitions.   For  purposes  of  this
         Agreement, the following terms have the meanings set forth below:

                  "Commission" means the Securities and Exchange Commission,  or
         any other federal agency at the time administering the Securities Act.

                  "Exchange  Act" means the  Securities  Exchange Act of 1934 or
         any successor  federal  statute,  and the rules and  regulations of the
         Commission thereunder, all as the same shall be in effect at the time.

                  "Restricted  Stock"  means,  at any time,  the  Savvis  Common
         Shares and any shares of Savvis common stock  issuable upon or issuable
         with respect to the Savvis  Common  Shares by way of stock  dividend or
         stock  split  or  in   connection   with  a   combination   of  shares,
         recapitalization,  merger,  consolidation  or other  reorganization  or
         otherwise,  in each case only so long as such shares have not been sold
         to the public pursuant to an effective registration statement under, or
         pursuant to Rule 144 under, the Securities Act.

                  "Securities  Act"  means  the  Securities  Act of 1933 (or any
         successor  federal  statute)  and  the  rules  and  regulations  of the
         Commission thereunder, as the same shall be in effect at the time.

                  "Transfer"  means,  with respect to any Restricted  Stock, the
         sale, transfer, assignment, pledge, encumbrance,  distribution or other
         disposition of such securities.

                  SECTION 2. Transfers of Restricted Stock.

                  (a) Notice of  Transfer.  If any Investor  shall  Transfer any
shares of Restricted Stock,  notice of which Transfer is not otherwise  required
to be  delivered  to Savvis  hereunder,  then within  three days  following  the
consummation  of such  Transfer,  such Investor  shall deliver notice thereof to
Savvis.

                  (b) Securities Law  Compliance.  Each Investor  agrees that it
will not effect any  Transfer  of any shares of  Restricted  Stock  unless  such
Transfer  is made  pursuant to an  effective  registration  statement  under the
Securities Act or pursuant to an exemption from, or in a transaction not subject
to, the registration requirements of the Securities Act (and, in either case, in
compliance with all applicable state securities laws).  Savvis agrees,  and each
Investor  understands  and  consents,  that  Savvis will not cause or permit the
Transfer  of any shares of  Restricted  Stock to be made on its books (or on any
register  of  securities  maintained  on its  behalf)  unless  the  Transfer  is
permitted  by,  and has been  made in  accordance  with,  (x) the  terms of this
Agreement  and (y) all  applicable  federal  and  state  securities  laws.  Each
Investor agrees that in connection with any Transfer of Restricted Stock that is
not made pursuant to a registered public offering, Savvis may request an opinion
of legal counsel  reasonably  acceptable to Savvis (it being agreed that Reboul,
MacMurray,  Hewitt,  Maynard &  Kristol  and  Schulte  Roth & Zabel

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LLP shall be  satisfactory)  for the  transferring  Investor  stating  that such
transaction is exempt from  registration  under all applicable  laws;  provided,
however, that no such opinion shall be required in the case of a transfer by any
Investor to its  affiliates  or, if any such entity is a partnership  or limited
liability  company, a transfer by any Investor or its affiliates to its partners
or members.

         (c)  Securities  Act Legend For  Certificates.  From and after the date
hereof  (and  until  such time as such  securities  have been sold to the public
pursuant to an effective  registration  statement  under the  Securities  Act or
pursuant to Rule 144 or the holder of such  securities  shall have requested the
issuance of new  certificates  in writing and  delivered to Savvis an opinion of
legal  counsel  reasonably  acceptable  to Savvis (it being  agreed that Reboul,
MacMurray,  Hewitt,  Maynard &  Kristol  and  Schulte  Roth & Zabel LLP shall be
satisfactory) to such effect) all certificates representing shares of Restricted
Stock that are held by any  Investor  shall bear a legend  which shall state the
following:

         "THE SHARES  EVIDENCED  BY THIS  CERTIFICATE  HAVE NOT BEEN  REGISTERED
         UNDER THE SECURITIES ACT OF 1933, AS AMENDED,  NOR ANY APPLICABLE STATE
         LAW,  AND  NO  INTEREST   HEREIN  MAY  BE  OFFERED,   SOLD,   ASSIGNED,
         DISTRIBUTED,  PLEDGED OR OTHERWISE  TRANSFERRED  UNLESS (A) THERE IS AN
         EFFECTIVE  REGISTRATION  STATEMENT WITH RESPECT  THERETO UNDER SAID ACT
         AND LAWS OR (B) SUCH TRANSACTION IS EXEMPT FROM SUCH REGISTRATION."

         SECTION 3. Registration Rights.


         (a) Demand  Registration  Rights.  Subject to paragraph  (j) below,  if
Savvis  shall at any time be  requested  by  Investors  holding  a  majority  in
interest of the Restricted  Stock, in a writing that states the number of shares
of Restricted  Stock to be sold and the intended  method of disposition  thereof
(each such written request,  a "Demand Notice"),  to effect a registration under
the Securities  Act of all or any portion of the  Restricted  Stock then held by
such requesting Investors, Savvis shall immediately notify in writing (each such
notice,  a  "Demand  Further  Notice")  each  other  Investor  (other  than  the
requesting Investors) of such proposed registration and shall use its reasonable
best efforts to register  under the Securities  Act (each such  registration,  a
"Demand  Registration"),  for  public  sale in  accordance  with the  method  of
disposition  specified in such Demand Notice, the number of shares of Restricted
Stock  specified in such Demand  Notice (plus the number of shares of Restricted
Stock specified in any written requests for registration of shares of Restricted
Stock  that are  received  from  other  Investors  (other  than  the  requesting
Investors)  within 30 days after  receipt by such  other  Investors  of a Demand
Further Notice). Savvis shall not be obligated pursuant to this paragraph (a) to
file and cause to become effective more than two Demand Registrations.

         (b)  Additional  Short-Form  Registration  Rights.  If  Savvis  becomes
eligible to use Form S-3 or a successor  form,  Savvis shall use its  reasonable
best efforts to continue to qualify at all times for registration on Form S-3 or
such successor  form.  Subject to paragraph (j) below, if (x) Savvis is eligible
to register  shares of Savvis  Common Stock on Form S-3 or a successor  form and
(y) it is  requested  by any  Investor,  in a writing  that states the number of
shares of


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<PAGE>

Restricted Stock to be sold and the intended method of disposition thereof (each
such  written  request,  a  "Short  Form  Registration  Notice"),  to  effect  a
registration on Form S-3 or such successor form (a "Short Form Registration") of
all or any  portion  of the  Restricted  Stock  then  held  by  such  requesting
Investor, Savvis shall immediately notify in writing (each such notice, a "Short
Form Further  Notice") each other Investor (other than the requesting  Investor)
of such  proposed  registration  and shall use its  reasonable  best  efforts to
register on Form S-3 or such successor  form, for public sale in accordance with
the method of  disposition  specified  in such Short Form  Further  Notice,  the
number of shares of Restricted Stock specified in such Short Form Further Notice
(plus the number of shares of Restricted Stock specified in any written requests
for  registration  of shares of  Restricted  Stock that are received  from other
Investors  (other than the requesting  Investor) within 30 days after receipt by
such other Investors of a Savvis Short Form Registration  Notice);  provided, no
Investor  or group of  Investors  shall  have the right to  request a Short Form
Registration  unless the  proposed  aggregate  net  proceeds  to the  requesting
Investor(s)  (which shall be specified  in the Short Form  Registration  Request
delivered in connection therewith) exceeds $5,000,000.

         (c)   Certain   Provisions   Relating   to   Required    Registrations.
Notwithstanding  anything to the contrary  contained in this  Agreement,  Savvis
shall not be obligated to effect any  registration  under  paragraph  (a) or (b)
above except in accordance with the following provisions:

         (i) the  obligations of Savvis under paragraph (a) or (b) above, as the
     case may be, to effect a registration shall be deemed satisfied only when a
     registration  statement  covering  all of the  shares of  Restricted  Stock
     specified  in the  applicable  Demand  Notice  or Short  Form  Registration
     Notice, as the case may be, for sale in accordance with the intended method
     of  disposition  specified by the requesting  Investors,  shall have become
     effective  and,  if  such  method  of  disposition  is  a  firm  commitment
     underwritten  public  offering,  all such shares of Restricted  Stock shall
     have been sold pursuant thereto;

         (ii)  so  long  as  Savvis  has  provided  written  notice  of a  prior
     registration  statement to each Investor in compliance  with  paragraph (d)
     below,  Savvis shall not be obligated  under  paragraph (a) or (b) above to
     file and cause to become  effective any  registration  statement so long as
     such prior registration  statement (other than a registration  statement on
     Form S-4 or Form S-8 promulgated under the Securities Act (or any successor
     forms  thereto)  or any  other  form  not  available  for  registering  the
     Restricted Stock for sale to the public) pursuant to which shares of common
     stock of  Savvis  are to be (or were to be) sold to the  public  was  filed
     prior to the  delivery  of the  applicable  Demand  Notice  or  Short  Form
     Registration  Notice,  as the  case  may be (and  such  prior  registration
     statement has not been withdrawn);  provided, Savvis shall not be permitted
     to delay a  requested  registration  under  paragraph  (a) or (b)  above in
     reliance  on this  paragraph  (c)(ii)  more  than  180 days  following  the
     effective date of such prior registration statement;

         (iii) if the proposed method of disposition specified by the requesting
      Investors shall be an underwritten  public offering,  the number of shares
      of Restricted Stock to be included in such an offering may be reduced (pro
      rata  among the  Investors  seeking to  include  Restricted  Stock in such
      offering based on the number of shares of Restricted Stock

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<PAGE>

     so requested to be registered by such Investors) if and to the extent that,
     in the good faith  opinion of the managing  underwriter  of such  offering,
     inclusion of all shares would  adversely  affect the marketing  (including,
     without limitation, the offering price) of the Restricted Stock to be sold;

         (iv) in the event that the proposed method of disposition  specified by
     the requesting  Investors shall be an underwritten public offering,  Savvis
     shall  choose  the  managing  underwriter  (which  shall  be  a  nationally
     recognized  investment  banking firm  reasonably  acceptable to the (A) the
     requesting Investors and (B) Investors holding a majority of the Restricted
     Stock being sold in such offering);

         (v) Savvis shall be entitled to include in any registration referred to
     in paragraph  (a) or (b) above,  as the case may be, for sale in accordance
     with the  method of  disposition  specified  by the  requesting  Investors,
     shares of common  stock of Savvis to be sold by Savvis for its own account,
     except  as  and  to the  extent  that,  in  the  opinion  of  the  managing
     underwriter  of such  offering (if such method of  disposition  shall be an
     underwritten  public  offering),  such inclusion would adversely affect the
     marketing  (including,  without  limitation,  the  offering  price)  of the
     Restricted Stock to be sold;

         (vi) except as  provided in  paragraph  (c)(v)  above,  Savvis will not
     effect any other  registration  of its common  stock,  whether  for its own
     account or that of other holder(s) of common stock of Savvis, from the date
     of  receipt  of a Demand  Notice  or the date of  receipt  of a Short  Form
     Registration Notice, as the case may be, until the completion of the period
     of distribution of the registration contemplated thereby;

         (vii) if any Investor  (other than the requesting  Investors)  requests
     that some or all of such Investor's  shares of Restricted Stock be included
     in an offering  initiated  pursuant to paragraph (a) or (b) above,  and the
     registration is to be, in whole or in part, an underwritten public offering
     of common  stock,  such request by such other  Investor  shall specify that
     such Investor's  Restricted  Stock is to be included in the underwriting on
     the same terms and conditions as the shares of Restricted  Stock  otherwise
     being sold through the underwriter; and

         (viii) if, while a registration is pending,  Savvis  determines in good
     faith  that the  filing  of a  registration  statement  would  require  the
     disclosure of a material  transaction  or another set of material facts and
     such  disclosure  would  either  have a  material  adverse  effect  on such
     material  transaction  or Savvis and its  subsidiaries  (taken as a whole),
     then  Savvis  shall not be required  to effect a  registration  pursuant to
     paragraph  (a) or (b) above,  as the case may be,  until the earlier of (A)
     the date upon which such material information is otherwise disclosed to the
     public or ceases to be  material  and (B) 90 days after  Savvis  makes such
     good faith determination;  provided, Savvis shall not be permitted to delay
     a requested  registration  under  paragraph (a) or (b) above in reliance on
     this  paragraph  (c)(viii) more than twice or for more than an aggregate of
     90 days in any consecutive twelve-month period.

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<PAGE>

         (d) Piggyback  Registration  Rights.  If at any time Savvis proposes to
register  any of its  common  stock  under  the  Securities  Act for sale to the
public, whether for its own account or for the account of other security holders
or both (other than a registration on Form S-4 or Form S-8 promulgated under the
Securities Act (or any successor  forms thereto) or any other form not available
for  registering  the  Restricted  Stock for sale to the  public),  it will give
written  notice  (each such  notice a  "Piggyback  Notice") at such time to each
Investor of its  intention to do so.  Subject to paragraph  (j) below,  upon the
written  request of any  Investor,  given  within 30 days after  receipt by such
holder of the Piggyback  Notice,  to register any of its Restricted Stock (which
request shall state the amount of Restricted  Stock to be so registered  and the
intended  method of disposition  thereof),  Savvis will use its reasonable  best
efforts to cause the Restricted Stock, as to which  registration shall have been
so requested, to be included in the securities to be covered by the registration
statement  proposed to be filed by Savvis, all to the extent requisite to permit
the sale or other  disposition by such Investor (in accordance  with its written
request) of such Restricted Stock so registered;  provided, nothing herein shall
prevent Savvis from abandoning or delaying such registration at any time. In the
event that any registration referred to in this paragraph (d) shall be, in whole
or in part,  an  underwritten  public  offering of common  stock of Savvis,  any
request by an Investor  pursuant to this  paragraph  (d) to register  Restricted
Stock shall specify either that (i) such  Restricted  Stock is to be included in
the underwriting on the same terms and conditions as the shares of Savvis common
stock otherwise being sold through  underwriters under such registration or (ii)
such Restricted Stock is to be sold in the open market without any underwriting,
on terms and conditions  comparable to those normally applicable to offerings of
common  stock in  reasonably  similar  circumstances.  The  number  of shares of
Restricted Stock to be included in such an underwritten  offering may be reduced
(pro rata  among the  requesting  Investors  based  upon the number of shares of
Restricted  Stock  so  requested  to be  registered  or pro rata  among  all the
requesting  stockholders  based  upon the  number of  shares of common  stock of
Savvis so requested to be registered if  stockholders  other than Investors also
request to be included) if and to the extent that the  managing  underwriter  of
such  offering  shall be of the good faith  opinion  that such  inclusion  would
adversely  affect the marketing  (including,  without  limitation,  the offering
price) of the securities to be sold by Savvis therein,  or by the other security
holders for whose benefit the registration statements has been filed.

         (e)  Holdback  Agreement.  Notwithstanding  anything  to  the  contrary
contained  in this  Agreement,  (i) if there is a firm  commitment  underwritten
public  offering of securities  of Savvis  pursuant to a  registration  covering
Restricted  Stock and an Investor does not elect to sell his Restricted Stock to
the underwriters of Savvis's  securities in connection with such offering,  such
Investor shall refrain from selling such  Restricted  Stock during the period of
distribution of Savvis's securities by such underwriters and the period in which
the  underwriting  syndicate  participates in the after market;  provided,  such
Investor  shall,  in any  event,  be  entitled  to  sell  its  Restricted  Stock
commencing  on the  180th  day after  the  effective  date of such  registration
statement;  and (ii) if there is a firm commitment  underwritten public offering
of securities  of Savvis by Savvis,  each  Investor  agrees that,  except to the
extent otherwise permitted to participate in such offering pursuant to paragraph
(d) above, upon the request of the managing  underwriter in such offering,  such
Investor  shall not sell Savvis  Common Stock held by such Investor for a period
of 180 days  from the  effective  date of the  registration  statement  relating
thereto.

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         (f) Certain Registration Procedures. If and whenever Savvis is required
by the provisions of this Section 3 to use its reasonable best efforts to effect
the  registration of Restricted  Stock under the Securities Act, Savvis will, as
expeditiously as possible:

         (i) prepare (and afford  counsel for the selling  Investors  reasonable
     opportunity  to review and comment  thereon) and file with the Commission a
     registration  statement  with  respect  to  such  securities  and  use  its
     reasonable best efforts to cause such registration  statement to become and
     remain  effective for the period of the distribution  contemplated  thereby
     (determined as hereinafter provided);

         (ii) prepare (and afford counsel for the selling  Investors  reasonable
     opportunity  to review and comment  thereon)  and file with the  Commission
     such  amendments  and  supplements to such  registration  statement and the
     prospectus  used in  connection  therewith as may be necessary to keep such
     registration   statement   effective   for  the   period  of   distribution
     contemplated  thereby  (determined as  hereinafter  provided) and as comply
     with the provisions of the  Securities Act with respect to the  disposition
     of  all  Restricted  Stock  covered  by  such  registration   statement  in
     accordance with the selling  Investors'  intended method of disposition set
     forth in such registration statement for such period;

         (iii)  furnish to each selling  Investor and to each  underwriter  such
     number of copies of the registration  statement and the prospectus included
     therein  (including,  without limitation,  each preliminary  prospectus) as
     such persons may reasonably  request in order to facilitate the public sale
     or other  disposition of the Restricted Stock covered by such  registration
     statement;

         (iv) use its  reasonable  best  efforts  to  register  or  qualify  the
     Restricted  Stock  covered  by  such   registration   statement  under  the
     securities  or blue  sky  laws  of such  jurisdictions  as the  sellers  of
     Restricted Stock or, in the case of an underwritten  public  offering,  the
     managing underwriter,  shall reasonably request;  provided, Savvis will not
     be  required to (x) qualify  generally  to do business in any  jurisdiction
     where it would not otherwise be required to qualify but for this  paragraph
     (iv),  (y)  subject  itself to  taxation  in any such  jurisdiction  or (z)
     consent to general service of process in any jurisdiction;

         (v) immediately  notify each selling  Investor under such  registration
     statement  and each  underwriter,  at any time when a  prospectus  relating
     thereto is  required  to be  delivered  under the  Securities  Act,  of the
     happening  of any event as a result of which the  prospectus  contained  in
     such  registration  statement,  as  then  in  effect,  includes  an  untrue
     statement of a material  fact or omits to state any material  fact required
     to be stated  therein  or  necessary  to make the  statements  therein  not
     misleading  in the  light  of the  circumstances  then  existing,  and each
     Investor  agrees to refrain from further using such prospectus upon receipt
     of such notice;

         (vi) use its reasonable best efforts (if the offering is  underwritten)
     to  furnish,  at the  request  of any  selling  Investor,  on the date that
     Restricted Stock is delivered to the

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     underwriters for sale pursuant to such  registration:  (A) an opinion dated
     such  date  of  counsel  representing  Savvis  for  the  purposes  of  such
     registration,  addressed to the underwriters and to such selling  Investor,
     stating that such  registration  statement has become  effective  under the
     Securities Act and that (1) to the best knowledge of such counsel,  no stop
     order  suspending  the  effectiveness   thereof  has  been  issued  and  no
     proceedings  for that  purpose  have  been  instituted  or are  pending  or
     contemplated under the Securities Act, (2) the registration statement,  the
     related prospectus,  and each amendment or supplement thereof, comply as to
     form in all material  respects with the  requirements of the Securities Act
     and the  applicable  rules and  regulations  of the  Commission  thereunder
     (except  that  such  counsel  need  express  no  opinion  as  to  financial
     statements,  the  notes  thereto,  and the  financial  schedules  and other
     financial and  statistical  data  contained  therein) and (3) to such other
     effects as may reasonably be requested by counsel for the  underwriters  or
     by such selling  Investor or its counsel,  and (B) a letter dated such date
     from the independent  public accountants  retained by Savvis,  addressed to
     the  underwriters,  stating that they are  independent  public  accountants
     within the meaning of the  Securities  Act and that, in the opinion of such
     accountants,   the  financial   statements   of  Savvis   included  in  the
     registration  statement or the  prospectus,  or any amendment or supplement
     thereof,  comply as to form in all material  respects  with the  applicable
     accounting  requirements  of the  Securities  Act,  and such  letter  shall
     additionally  cover  such  other  financial  matters  (including,   without
     limitation,  information as to the period ending no more than five business
     days prior to the date of such letter) with respect to the  registration in
     respect of which such  letter is being given as such  underwriters  or such
     selling Investor may reasonably request; and

         (vii) make  available  for  inspection  by each selling  Investor,  any
     underwriter participating in any distribution pursuant to such registration
     statement,  and any attorney,  accountant  or other agent  retained by such
     selling Investor or underwriter, all financial and other records, pertinent
     corporate  documents and properties of Savvis, and cause Savvis's officers,
     directors and employees to supply all information  reasonably  requested by
     any such selling Investor,  underwriter,  attorney,  accountant or agent in
     connection  with  such  registration  statement  and  permit  such  selling
     Investor,  attorney,  accountant or agent to participate in the preparation
     of such registration statement.

For  purposes  of  paragraphs  (f)(i) and (f)(ii)  above (as well as  paragraphs
(c)(vi) and(e) above),  the "period of  distribution"  of Restricted  Stock in a
firm  commitment  underwritten  public  offering shall be deemed to extend until
each underwriter has completed the  distribution of all securities  purchased by
it, and the period of distribution of Restricted Stock in any other registration
shall be  deemed  to  extend  until  the sale of all  Restricted  Stock  covered
thereby,  but in either case,  such period shall not extend beyond the 180th day
(or, in the case of paragraph  (c)(vi) above,  the 90th day) after the effective
date of the registration statement filed in connection therewith.

         (g)  Information  From  Selling  Investors.  In  connection  with  each
registration  hereunder,  Investors  selling  Restricted  Stock will  furnish to
Savvis in writing such  information  with respect to themselves and the proposed
distribution  by them as  shall be  reasonably  necessary  in  order  to  assure
compliance with federal and applicable state securities laws.

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<PAGE>

         (h)  Underwriting   Agreement.  In  connection  with  any  registration
pursuant to this Section 3 that covers an underwritten  public offering,  Savvis
and  Investors  selling  Restricted  Stock  each  agree to enter  into a written
agreement with the managing  underwriter  selected in the manner herein provided
in such form and containing  such  provisions as are customary in the securities
business  for  such  an   arrangement   between  major   underwriters,   selling
stockholders and companies of Savvis' size and investment stature; provided, (i)
such agreement  shall not contain any such provision  applicable to Savvis which
is  inconsistent  with the provisions  hereof and (ii) the time and place of the
closing under said agreement  shall be as mutually agreed upon among Savvis such
managing  underwriter  and,  except in the case of a  registration  pursuant  to
paragraph (d) above,  Investors holding a majority of the Restricted Stock being
sold in such offering.

         (i) Expenses.  The Original  Registration  Rights Agreement will govern
the  payment  of all  Registration  Expenses  incurred  in  connection  with any
registration   of  the  February  2000  Common  Shares.   Savvis  will  pay  all
Registration  Expenses incurred in complying with Section 3 of this Agreement to
the extent such  expenses  relate to the  registration  of February  2001 Common
Shares. All Selling Expenses incurred in connection with any registered offering
of securities that, pursuant to this Section 3, includes Restricted Stock, shall
be borne by the participating sellers in proportion to the number of shares sold
by each, or by such persons other than Savvis (except to the extent Savvis shall
be a seller) as they may agree.  All  expenses  incident  to  performance  of or
compliance by Savvis with Section 3 hereof, including,  without limitation,  all
Commission,  stock exchange or National Association of Securities Dealers,  Inc.
("NASD") registration and filing fees (including,  without limitation,  fees and
expenses  incurred in connection  with the listing of the common stock of Savvis
on any securities  exchange or exchanges),  printing,  distribution  and related
expenses,  fees and disbursements of counsel and independent  public accountants
for Savvis,  all fees and expenses  incurred in connection  with compliance with
state  securities  or blue sky laws and the rules of the NASD or any  securities
exchange,  transfer  taxes  and fees of  transfer  agents  and  registrars,  but
excluding any Selling Expenses, are herein called "Registration  Expenses".  All
underwriting  discounts  and  selling  commissions  applicable  to the  sale  of
Restricted Stock are herein called "Selling Expenses".

         (j)  Availability of Rule 144(d).  Each Investor agrees that during any
period  in  which  such  Investor  is  eligible  to sell  all of its  shares  of
Restricted Stock pursuant to Rule 144(k), such Investor shall not be entitled to
invoke or otherwise  participate with respect to the registration rights granted
pursuant to paragraphs (a), (b) and (d) above.

         SECTION  4.  Indemnification  Rights  and  Obligations  In  Respect  of
Registered Offerings of Restricted Stock.

         (a)  Savvis  Indemnification  of Selling  Investors.  In the event of a
registration of any of the Restricted Stock under the Securities Act pursuant to
Section 3 of this Agreement, Savvis will indemnify and hold harmless each seller
of Restricted Stock thereunder and each other person,  if any, who controls such
seller within the meaning of the  Securities  Act,  against any losses,  claims,
damages or  liabilities,  joint or several,  (or actions in respect  thereof) to
which such seller or controlling  person may become subject under the Securities
Act or otherwise,

                                       9
<PAGE>

insofar as such losses,  claims,  damages or liabilities  (or actions in respect
thereof)  arise out of or are based upon any untrue  statement or alleged untrue
statement of any material fact  contained in any  registration  statement  under
which  such  Restricted  Stock was  registered  under the  Securities  Act,  any
preliminary  prospectus or final prospectus  contained therein, or any amendment
or supplement thereof, or arise out of or are based upon the omission or alleged
omission  to state  therein a material  fact  required  to be stated  therein or
necessary to make the statements therein not misleading, and will reimburse each
such  seller and each such  controlling  person for any legal or other  expenses
reasonably  incurred by them in connection with  investigating  or defending any
such loss,  claim,  damage,  liability or action;  provided,  Savvis will not be
liable in any such case if and to the extent that any such loss, claim,  damage,
liability  or  action  arises  out of or is based  upon an untrue  statement  or
alleged untrue  statement or omission or alleged  omission so made in conformity
with information  furnished by such seller or such controlling person in writing
specifically for use in such registration statement or prospectus.

         (b) Selling  Investor  Indemnification  of Savvis and the Other Selling
Stockholders.  In the event of a  registration  of any of the  Restricted  Stock
under the Securities Act pursuant to Section 3 of this Agreement, each seller of
such Restricted Stock thereunder,  severally and not jointly, will indemnify and
hold  harmless  Savvis and each person,  if any, who controls  Savvis within the
meaning of the Securities Act, each officer of Savvis who signs the registration
statement,  each  director  of  Savvis,  each  underwriter  and each  person who
controls  any  underwriter  within the meaning of the  Securities  Act, and each
other  seller of  Restricted  Stock and each person who  controls any such other
seller of Restricted Stock, against all losses,  claims, damages or liabilities,
joint or  several,  (or  actions in  respect  thereof)  to which  Savvis or such
officer or director or  underwriter  or other seller or  controlling  person may
become subject under the  Securities  Act or otherwise,  insofar as such losses,
claims,  damages or liabilities (or actions in respect  thereof) arise out of or
are based upon any untrue  statement or alleged untrue statement of any material
fact contained in the  registration  statement under which such Restricted Stock
was registered  under the Securities  Act, any  preliminary  prospectus or final
prospectus  contained therein,  or any amendment or supplement thereof, or arise
out of or are based upon the  omission or alleged  omission  to state  therein a
material fact required to be stated  therein or necessary to make the statements
therein  not  misleading,  and will  reimburse  Savvis  and each  such  officer,
director,  underwriter,  other seller of Restricted Stock and controlling person
for any legal or other expenses  reasonably  incurred by them in connection with
investigating or defending any such loss,  claim,  damage,  liability or action;
provided,  such seller will be liable  hereunder in any such case if and only to
the extent that any such loss, claim, damage,  liability or action arises out of
or is based upon an untrue  statement or alleged untrue statement or omission or
alleged  omission  made in  reliance  upon and in  conformity  with  information
pertaining  to such  seller,  as such,  furnished  in  writing to Savvis by such
seller  specifically  for  use in such  registration  statement  or  prospectus;
provided,  further,  the liability of each seller  hereunder shall be limited to
the proportion of any such loss,  claim,  damage,  liability or expense which is
equal to the  proportion  that the public  offering price of shares sold by such
seller under such  registration  statement  bears to the total  public  offering
price of all securities sold thereunder,  but not to exceed the proceeds (net of
underwriting discounts and commissions) received by such seller from the sale of
Restricted Stock covered by such registration statement.

                                       10
<PAGE>

         (c)   Indemnification   Procedures.   Promptly   after  receipt  by  an
indemnified  party hereunder of notice of the  commencement of any action,  such
indemnified party shall, if a claim in respect thereof is to be made against the
indemnifying party hereunder,  notify the indemnifying party in writing thereof,
but the omission so to notify the  indemnifying  party shall not relieve it from
any liability which it may have to any  indemnified  party other than under this
Section 4. In case any such  action  shall be brought  against  any  indemnified
party and it shall notify the indemnifying  party of the  commencement  thereof,
the indemnifying party shall be entitled to participate in and, to the extent it
shall  wish,  to  assume  and   undertake  the  defense   thereof  with  counsel
satisfactory to such indemnified  party, and, after notice from the indemnifying
party to such  indemnified  party of its election so to assume and undertake the
defense thereof,  the indemnifying party shall not be liable to such indemnified
party under this Section 4 for any legal expenses  subsequently incurred by such
indemnified  party in connection  with the defense thereof other than reasonable
costs of investigation and of liaison with counsel so selected; provided, if the
defendants  in any such  action  include  both  the  indemnified  party  and the
indemnifying  party and the indemnified  party shall have  reasonably  concluded
that there may be reasonable  defenses  available to it which are different from
or additional to those available to the indemnifying  party, or if the interests
of the indemnified party reasonably may be deemed to conflict with the interests
of the indemnifying  party, the indemnified party shall have the right to select
a  separate  counsel  and  to  assume  such  legal  defenses  and  otherwise  to
participate  in the defense of such  action,  with the expenses and fees of such
separate  counsel  and  other  expenses  related  to  such  participation  to be
reimbursed by the indemnifying party as incurred. Notwithstanding the foregoing,
any indemnified party shall have the right to retain its own counsel in any such
action,  but the fees and  disbursements of such counsel shall be at the expense
of such indemnified party unless (i) the indemnifying party shall have failed to
retain counsel for the indemnified  person as aforesaid or (ii) the indemnifying
party and such indemnified  party shall have mutually agreed to the retention of
such  counsel.  It is  understood  that the  indemnifying  party  shall not,  in
connection  with any action or  related  actions  in the same  jurisdiction,  be
liable for the fees and  disbursements  of more than one separate firm qualified
in  such  jurisdiction  to  act  as  counsel  for  the  indemnified  party.  The
indemnifying  party  shall not be liable for any  settlement  of any  proceeding
effected  without its written  consent,  but if settled  with such consent or if
there be a final judgment for the plaintiff,  the  indemnifying  party agrees to
indemnify the indemnified party from and against any loss or liability by reason
of such settlement or judgment. The indemnification of underwriters provided for
in this Section 4 shall be on such other terms and conditions as are at the time
customary  and  reasonably  required  by such  underwriters.  In that  event the
indemnification of the sellers of Restricted Stock in such underwriting shall at
the sellers' request be modified to conform to such terms and conditions.

         (d) Contribution. If the indemnification provided for in paragraphs (a)
and (b) of this Section 4 is  unavailable  or  insufficient  to hold harmless an
indemnified  party  under such  paragraphs  in respect  of any  losses,  claims,
damages or liabilities or actions in respect thereof  referred to therein,  then
each  indemnifying  party shall in lieu of indemnifying  such indemnified  party
contribute to the amount paid or payable by such  indemnified  party as a result
of such losses,  claims,  damages,  liabilities or actions in such proportion as
appropriate  to reflect the relative  fault of Savvis,  on the one hand, and the
underwriters  and the  sellers  of  such  Restricted  Stock,  on the  other,  in
connection  with the  statements  or  omissions  which  resulted in such losses,
claims, damages,  liabilities or actions as well as any other relevant equitable
considerations,

                                       11
<PAGE>

including,  without  limitation,  the failure to give any notice under paragraph
(c) above.  The relative  fault shall be determined by reference to, among other
things,  whether  the  untrue or alleged  untrue  statement  of a material  fact
relates to information  supplied by Savvis, on the one hand, or the underwriters
and the sellers of such  Restricted  Stock,  on the other,  and to the  parties'
relative intent, knowledge,  access to information and opportunity to correct or
prevent such  statement or omission.  Savvis and each of you agree that it would
not be just and  equitable  if  contributions  pursuant to this  paragraph  were
determined by pro rata allocation (even if all of the sellers of such Restricted
Stock were  treated as one entity for such  purpose)  or by any other  method of
allocation which did not take account of the equitable  considerations  referred
to above in this paragraph.  The amount paid or payable by an indemnified  party
as a result of the losses,  claims,  damages,  liabilities  or action in respect
thereof,  referred  to above in this  paragraph,  shall be deemed to include any
legal  or  other  expenses  reasonably  incurred  by such  indemnified  party in
connection   with   investigating   or  defending  any  such  action  or  claim.
Notwithstanding the provisions of this paragraph, the sellers of such Restricted
Stock shall not be required to contribute any amount in excess of the amount, if
any, by which the total price at which the Restricted Stock sold by each of them
was offered to the public  exceeds  the amount of any  damages  which they would
have  otherwise  been required to pay by reason of such untrue or alleged untrue
statement or omission. No person guilty of fraudulent misrepresentations (within
the  meaning of Section  11(f) of the  Securities  Act),  shall be  entitled  to
contribution   from  any   person   who  is  not   guilty  of  such   fraudulent
misrepresentation.

         SECTION 5. Rule 144.  Savvis has filed and  agrees  with the  Investors
that  from and  after  the date  hereof  it shall  continue  to file any and all
reports required to be filed by it under the Securities Act and the Exchange Act
and the rules and  regulations  adopted  by the  Commission  thereunder,  or, if
Savvis is not  required  to file any such  reports,  it shall,  upon the written
request  of  any  Investor,  make  publicly  available  such  information  as is
necessary to permit sales  pursuant to Rule 144 under the  Securities  Act. Upon
the written  request of any  Investor,  Savvis  shall  promptly  furnish to such
Investor a written  statement by Savvis as to its compliance  with the reporting
requirements set forth in this Section 5.

         SECTION 6. Duration of Agreement.  This Agreement shall survive so long
as any Investor owns Restricted Stock.

         SECTION 7. Representations and Warranties. Each party hereto, severally
and not jointly, represents and warrants to the other parties hereto as follows:

         (i) such party has the corporate or partnership power and authority, as
     the case may be, to execute and deliver this  Agreement  and to perform its
     obligations  hereunder.  The  execution,  delivery and  performance by such
     party  of  this  Agreement  have  been  duly  authorized  by all  requisite
     corporate or  partnership  action,  as the case may be, on the part of such
     party and will not (i) violate any provision of law, any order of any court
     or other  agency  of  government,  the  charter  and  other  organizational
     documents of such party,  or any provision of any  indenture,  agreement or
     other  instrument by which such party or any of such party's  properties or
     assets is bound;  (ii) conflict  with,  result in a breach of or constitute
     (with  due  notice  or  lapse  of time or both) a  default  under  any such
     indenture,  agreement or other instrument;  or (iii) result in the

                                       12
<PAGE>

     creation or imposition  of any lien,  charge or  encumbrance  of any nature
     upon any of the properties or assets of such party; and

         (ii) this  Agreement has been duly executed and delivered by such party
     and  constitutes  a legal,  valid  and  binding  agreement  of such  party,
     enforceable against such party in accordance with its terms, subject, as to
     enforcement   of   remedies,   to   applicable   bankruptcy,    insolvency,
     reorganization,  moratorium  and  similar  laws from time to time in effect
     affecting the  enforcement  of creditors'  rights  generally and to general
     principles of equity.

         SECTION 8. Miscellaneous.

         (a) Additional  Registration  Rights.  Without the consent of Investors
holding at least a majority of the shares of Restricted Stock then  outstanding,
Savvis  shall not grant any  registration  rights to any other  person  that are
inconsistent or conflict with the registration rights granted hereunder.

         (b) Headings. Headings of sections and paragraphs of this Agreement are
inserted  for   convenience   of  reference   only  and  shall  not  affect  the
interpretation or be deemed to constitute a part hereof.

         (c)  Severability.  In the event that any one or more of the provisions
contained in this Agreement or in any other instrument referred to herein shall,
for  any  reason,  be  held  to  be  invalid,  illegal  or  unenforceable,  such
invalidity, illegality or unenforceability shall not affect any other provisions
of this Agreement.

         (d) Benefits of  Agreement.  All  covenants  and  agreements  contained
herein by or on behalf of any of the parties  hereto shall bind and inure solely
and  exclusively  to the  benefit of the  respective  successors  and  permitted
assigns of the  parties  hereto.  Except as  expressly  permitted  hereby,  each
party's  rights and  obligations  under this  Agreement  shall not be subject to
assignment or delegation  by any party hereto,  and any attempted  assignment or
delegation in violation hereof shall be null and void.

         (e)  Entire  Agreement;  Modification.  This  Agreement,  the  Original
Registration  Rights Agreement and the Purchase Agreement  constitute the entire
agreement  of the  parties  with  respect to the  subject  matter  hereof.  This
Agreement  may not be modified or amended  except by a writing  signed by Savvis
and the Investors  holding at least a majority of the shares of Restricted Stock
then  outstanding.  Any waiver of any provision of this  Agreement  must be in a
writing signed by the party against whom enforcement of such waiver is sought.

         (f) Notices. Any notice or other  communications  required or permitted
hereunder shall be deemed to be sufficient if contained in a written  instrument
delivered in person or duly sent by national overnight courier service, by first
class certified mail, postage prepaid,  or by facsimile (followed by delivery by
overnight  courier)  addressed to such party at the address or facsimile  number
set forth below:

                                       13
<PAGE>



         (i) if to Savvis or any WCAS Person,  to it at the address or facsimile
     number set forth for such party on the signature page hereto: and

         (ii) if to any subsequent Investor, to such Investor at such address or
     facsimile  number as may have been furnished to the other parties hereto in
     writing by such holder;

or, in any case,  at such other  address or facsimile  number as shall have been
furnished  in  writing  by such  party to the  other  parties  hereto.  All such
notices,  requests,  consents and other  communications  shall be deemed to have
been  received (1) in the case of personal or courier  delivery,  on the date of
such delivery,  (2) in the case of mailing,  on the fifth business day following
the date of such mailing and (3) in the case of facsimile, when received.

         (g)  Counterparts.  This  Agreement  may be  executed  in any number of
counterparts, and each such counterpart hereof shall be deemed to be an original
instrument,  but  all  such  counterparts  together  shall  constitute  but  one
agreement.

         (h) Changes in Common  Stock of Savvis.  If, and as often as, there are
any changes in the common stock of Savvis by way of stock split, stock dividend,
combination   or   reclassification,    or   through   merger,    consolidation,
reorganization  or  recapitalization,   or  by  any  other  means,   appropriate
adjustment shall be made in the provisions hereof as may be required so that the
rights  and  privileges  granted  hereby  shall  continue  with  respect  to the
Restricted Stock as so changed.

         (i) Specific Performance. Each party hereto agrees that a remedy at law
for any breach or  threatened  breach by such party of this  Agreement  would be
inadequate and therefore agrees that any other party hereto shall be entitled to
specific performance of this Agreement in addition to any other available rights
and remedies in case of any such breach or threatened breach.

         (j) GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE  WITH  THE LAWS OF THE  STATE  OF NEW  YORK,  WITHOUT  REGARD  TO THE
CONFLICTS OF LAWS PROVISIONS THEREOF.

                                    * * * * *

                                       14
<PAGE>


                  IN  WITNESS  WHEREOF,  each of the  parties  hereto  has  duly
executed  and  delivered  this  Agreement  as of the day and  year  first  above
written.

                                         SAVVIS COMMUNICATIONS CORPORATION



                                         By     /s/ Steven M. Gallant
                                           ________________________________
                                         Name:  Steven M. Gallant
                                         Title: Vice President-General Counsel

                                         Address:   12851 World Gate Drive
                                                    Herndon, VA 20170
                                         Attention: Nancy Lysinger
                                         Facsimile: (703) 453-6999


                                         WELSH, CARSON, ANDERSON
                                             & STOWE VIII, L.P.
                                         By WCAS VIII Associates LLC,
                                             General Partner


                                         By     /s/ Jonathan M. Rather
                                           ________________________________
                                         Name:  Jonathan M. Rather
                                         Title: Managing Member

                                         Address:   320 Park Avenue, Suite 2500
                                                    New York, NY 10022
                                         Attention: Mr. John D. Clark
                                         Facsimile: (212) 893-9575



                                       15
<PAGE>

                                         Russel Carson
                                         Bruce K. Anderson
                                         Andrew Paul
                                         Robert A. Minicucci
                                         Anthony J. De Nicola
                                         Paul B. Queally
                                         Lawrence Sorrel
                                         Rudolph Rupert
                                         D. Scott Mackesy
                                         Sanjay Swani
                                         James R. Mathews
                                         John D. Clark
                                         Sean Traynor
                                         John Almeida
                                         Eric J. Lee
                                         Jonathan M. Rather


                                         By:/s/ Jonathan M. Rather
                                          -----------------------------------
                                         Jonathan M. Rather
                                         Individually and as Attorney-in-Fact

                                         Address:   320 Park Avenue, Suite 2500
                                                    New York, NY 10022
                                         Attention: Mr. Jonathan M. Rather
                                         Facsimile: (212) 893-9575


                                       16
<PAGE>



                                         WCAS MANAGEMENT CORPORATION


                                         By: /s/ Jonathan M. Rather
                                           ________________________________
                                         Name: Jonathan M. Rather
                                         Title:Treasurer

                                         Address:   320 Park Avenue, Suite 2500
                                                    New York, NY 10022
                                         Attention: Mr. Jonathan M. Rather
                                         Facsimile: (212) 893-9575

                                       17