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                                                                  Exhibit 10.17

March 17, 2000

David Hurwitz
President
US WATS, Inc.
3331 Street Rd., Ste. 275
2 Greenwood Square
Bensalem, PA 19020

Dear David:

This letter agreement ("Agreement") made on this 17th day of March, 2000 by and
between US WATS Inc. ("USWI") and Cam-Comm, Inc. ("Cam-Comm"), sets forth the
terms and conditions under which USWI will acquire certain of the assets of the
business of Cam-Comm, specifically the private line business of Cam-Comm.

In consideration of the mutual covenants and undertakings contained herein, and
intending to be legally bound hereby, the parties agree as follows:

        1.  USWI will purchase and acquire the private line business assets of
            Cam-Comm, including the customer base and accounts receivables of
            Cam-Comm for April 2000 and going forward (collectively, the
            "business") solely in exchange for USWI assuming Cam-Comm's
            responsibility for payment of Cam-Comm.'s outstanding invoices (the
            "Assumed WorldCom Invoices") with MCI WorldCom ("WorldCom") in the
            total maximum amount of $309,547.25 ("Maximum Purchase Price"). The
            business includes a customer base of 70 accounts and 110 circuits.
            Attached hereto as Exhibit A is a "Circuit ID Report" which lists
            all customers of Cam-Comm and the associated IXC circuit numbers.
            Cam-Comm agrees to use commercially reasonable efforts to cause all
            such customers to remain with USWI.

        2.  A partial payment on the Maximum Purchase Price in the amount of
            $150,000.00 shall be made by USWI to WorldCom by wire transfer by
            the close of business on March 20, 2000. Cam-Comm shall convey,
            transfer, assign and sell all of its right, title and interest in
            the business to USWI on March 17, 2000. Cam-Comm hereby agrees that
            it shall retain and remain responsible for payment and performance
            of all obligations and responsibilities for any claims, debts or
            liabilities of Cam-Comm other than the Assumed WorldCom Invoices.
            Cam-Comm acknowledges that the above-referenced $309,547.25 includes
            disputed amounts, and any reductions to such amounts shall inure
            solely to USWI's benefit.

        3.  Cam-Comm will immediately send out March 2000 (for April traffic)
            invoices with instructions to customers to remit payment to USWI and
            the receivables for these invoices are and shall be the sole
            property of USWI. Any payments on these invoices that are sent to
            Cam-Comm offices or other offices of James Rossi will be immediately
            transferred to USWI.

        4.  This Agreement is further conditioned upon the following:

                a.  USWI will assume a $30,000.00 private line commitment for
                    service from WorldCom;
                b.  WorldCom will honor those contractual prices presently in
                    effect for Cam-Comm;
                c.  WorldCom will reconcile or "true up" its billing on the Cam-
                    Comm invoices ("reconciliation") on or before April 14,
                    2000.
                d.  To the extent that the total dollar amount of the Assumed
                    WorldCom Invoices exceeds $200,000 then Cam-Comm and James
                    Rossi shall jointly and severally be required to pay 50% of
                    such excess to USWI.
                e.  Any credits due customers of Cam-Comm for service outages on
                    or prior to 03/20/00 are the sole obligation and
                    responsibility of Cam-Comm.

        5.  The execution and performance of this Agreement by Cam-Comm will not
            contravene or violate (i) any existing law, rule or regulation to
            which it is subject or (ii) any judgment, order, writ, injunction,
            decree or award of any court, arbitrator or governmental or
            regulatory official, body or authority which is applicable to Cam-
            Comm. No authorization, approval or consent, and no registration or
            filing with, any governmental or regulatory official, body or
            authority or any other person or entity is required in connection
            with the execution, delivery and performance of this Agreement by
            Cam-Comm.

        6.  With respect to the Business, Cam-Comm represents and warrants too
            USWI that Cam-Comm has complied with, and is not in violation of any
            law, rule, order, ordinance or regulation to which it or the
            Business, are subject and has not failed to obtain or to adhere to
            the requirements of any license, permit or authorization necessary
            to the ownership of its assets and properties or the conduct of the
            Business.

        7.  Nothing contained herein shall be deemed to constitute USWI's
            acquisition of the capital stock of Cam-Comm or to reflect USWI's
            assumption of any liabilities other than an assumption of the
            Assumed WorldCom Invoices as and to the extent, and on the
            conditions, contained herein.

        8.  This Agreement will be binding upon and inure to the benefit of the
            representatives, heirs, successors and assigns of the parties.



     Agreed to and accepted:

     USWI                                       Cam-Comm, Inc.

     By: /s/ David Hurwitz                      By: /s/ James Rossi
        _____________________                      __________________
        David Hurwitz                              James Rossi
        President                                  CEO


       The undersigned, in his individual capacity, hereby guaranties immediate
     payment and performance of all of the obligations and responsibilities of
     Cam-Comm, Inc. set forth above, whether or not such obligations and
     responsibilities are designated as joint and several obligations of Cam-
     Comm, Inc. and Rossi, and also agrees to cause Cam-Comm, Inc. to perform
     its obligations under the letter dated March 17, 2000 signed by USWI and
     WorldCom.

                                               /s/ James Rossi
                                               _____________________________
                                               James Rossi