EXHIBIT 10.1


                          WAVETECH INTERNATIONAL, INC.

                                       and

                        TECH PACIFIC HOLDINGS PTY LIMITED

                                 ACN 002 956 096


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                                   PUT OPTION

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                                 KPMG Solicitors
                                 The KPMG Centre
                               45 Clarence Street
                                 Sydney NSW 2000

                               Tel (02) 9335 7000
                               Fax (02) 9335 7220


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                                   PUT OPTION

AGREEMENT made on 30 June 1998

PARTIES

1    WAVETECH INTERNATIONAL, INC. of 5210 E. Williams Circle. Suite 200, Tucson,
     Arizona, United States of America (Wavetech)

2    TECH  PACIFIC  HOLDINGS  PTY LIMITED ACN 002 956 096 of Level 2, 166 Epping
     Road, Lane Cove New South Wales 2066 (Tech Pacific)

RECITALS

A    Wavetech   intends  to  subscribe  for  5000  shares  in  Switch   Holdings
     (Securities).

B    Wavetech  wishes to have an option to require  Tech Pacific to purchase the
     Securities in accordance with the terms and conditions of this Agreement.

C    Tech  Pacific  has agreed to grant to  Wavetech a put option in  accordance
     with the terms and conditions of this Agreement.

OPERATIVE PROVISIONS

1    DEFINITIONS AND INTERPRETATION

1.1  DEFINITIONS

     In this Agreement, unless the context requires otherwise:

     AGREEMENT means this put option agreement;

     COMPLETION  means the completion of the sale and purchase of the Securities
     pursuant to an  exercise  by  Wavetech of the option  granted to it by this
     Agreement.

     PARTIES means the parties to this Agreement and PARTY means either of them;

     SECURITIES means all of the shares which will be held by Wavetech in Switch
     Holdings  following  its  proposed  subscription  being  5,000  fully  paid
     ordinary shares;

     SWITCH HOLDINGS means Switch Holdings Pty Limited ACN 082 987 835;

     SWITCH  TELECOMMUNICATIONS means Switch  Telecommunications Pty Limited ACN
     073 878 716;


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     THIRD  PARTY  INTEREST  includes  any  security  interest,  option,  voting
     arrangement,  easement,  restrictive covenant, notation, interest under any
     agreement or trust, or any other, right, equity, entitlement or other third
     party interest of any nature; and

     WARRANTIES  means the  representations,  warranties  and covenants  made by
     Wavetech  under clause 4.1 of this  Agreement and WARRANTY means any one of
     them.

1.2  INTERPRETATION

     In this Agreement, unless the context requires otherwise:

     (a)  words importing the singular include the plural and vice versa;

     (b)  references  to  paragraphs,   clauses,   recitals  and  annexures  are
          references  to paragraphs  and clauses of,  recitals and Annexures to,
          this Agreement; and

     (c)  headings are for  convenience  only and must be ignored in  construing
          this Agreement.

2.   PUT OPTION

2.1  GRANT OF OPTION

     In  consideration  of the payment of US$100 and for other good and valuable
     consideration  (receipt  of which is  hereby  acknowledged),  Tech  Pacific
     hereby  grants to Wavetech an  irrevocable  option for a period of one year
     from the date of this Agreement  (Option Period) to require Tech Pacific to
     purchase all (but not part) of the Securities  upon the following terms and
     conditions.

2.2  EXERCISE OF OPTION

     At any time during the Option  Period  Wavetech may by notice in writing to
     Tech  Pacific  require Tech  Pacific to  purchase,  and Tech Pacific  shall
     purchase, the Securities.

2.3  SALE OF SHARES BY SWITCH HOLDINGS IN SWITCH TELECOMMUNICATIONS

     The put  option  in  clause  2.1 is  exercisable  only  if,  at the time of
     exercise,  Switch  Holdings  has  sold  all  shares  held  by it in  Switch
     Telecommunications.

3.   OPTION PRICE

     (a)  The price  payable for the purchase of the  Securities  in  accordance
          with a  notice  given  under  clause  2.2 of this  Agreement  shall be
          US$2,100,000.

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     (b)  Completion  of the sale and  purchase  of the  Securities  following a
          notice  given under  clause 2.2 of this  Agreement  shall occur within
          seven (7) business days of receipt of the said notice.

4    WARRANTIES BY WAVETECH

4.1  WARRANTIES

     At the time of the sale of the Securities in accordance with a notice given
     under clause 2.2 of this  Agreement  Wavetech shall warrant to Tech Pacific
     that:

     (a)  the  securities  are owned  absolutely  by Wavetech free of all liens,
          charges, encumbrances and Third Party Interests;

     (b)  upon acquisition of the Securities,  Tech Pacific will acquire a valid
          and marketable title to the Securities;

     (c)  all of the Securities are fully paid (both as to par and any premium);
          and

     (d)  it has full  right,  power  and  authority  to sell and  transfer  the
          Securities to Tech Pacific.

4.2  WARRANTIES INDEPENDENT

     Each warranty is separate and independent and save as expressly provided is
     not  limited  by  reference  to any other  Warranty  or  provision  of this
     Agreement.

5    MISCELLANEOUS

5.1  NOTICES

     Any  notice  in  connection  with  Agreement  may be  given  to a Party  by
     delivering it or sending it through the post in a prepaid letter  addressed
     to that Party's  address  before  mentioned or such other address as may be
     notified by that Party in accordance with this clause.

5.2  FURTHER ASSURANCES

     Each of the  Parties  agrees  that upon  receipt  of a request by the other
     Party,  it will  promptly do such further acts and deeds and will  execute,
     acknowledge and deliver everything reasonably necessary for the purpose of,
     or to give full effect to, this Agreement and the transactions contemplated
     by this Agreement and must procure all relevant  third  parties,  so far as
     each Party is able, to do the same as may be necessary from time to time.

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5.3  STAMP DUTY

     Tech  Pacific  shall  pay all stamp  duty  which  may be  payable  on or in
     connection  with this Agreement and the  transactions  contemplated by this
     Agreement.

5.4  BENEFIT OF THIS AGREEMENT

     This  Agreement  will  inure to the  benefit  of,  and be  binding  on, the
     Parties, their respective heirs, executors, administrators,  successors and
     permitted assigns.

5.5  AMENDMENT

     This  Agreement may be amended only by an  instrument in writing  signed by
     all of the Parties.

5.6  COUNTERPARTS

     This Agreement may be executed in any number of  counterparts  and all such
     counterparts  taken  together will be deemed to constitute one and the same
     document.

5.7  GOVERNING LAW AND JURISDICTION

     This  Agreement  shall be governed by and construed in accordance  with the
     laws in force in the State of New South Wales and the Parties submit to the
     non-exclusive jurisdiction of the Courts of that State.

5.8  NON-MERGER

     The  Warranties,  representations  and agreements of the Parties set out in
     this  Agreement are  continuing  and will not merge or be  extinguished  on
     Completion and will survive after Completion.

5.9  ENTIRE AGREEMENT

     This Agreement,  sets forth the entire  agreement  between the Parties with
     respect  to  the   subject   matter   hereof  and   supersedes   all  prior
     understandings,   correspondence,   agreements,  representations,  oral  or
     otherwise.

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EXECUTED as an Agreement

SIGNED for and on behalf of         )
WAVETECH INTERNATIONAL,             )
INC. by its duly authorized officer )
in the presence of:                 )    /s/ Gerald I. Quinn
                                         ------------------------------------
                                         Signature of Duly Authorized Officer

/s/ Richard P. Freeman                   Gerald I. Quinn
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Signature of Witness                     Name of Duly Authorized Officer

Richard P. Freeman
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Name of Witness

SIGNED for and on behalf of         )
TECH PACIFIC HOLDINGS               )
PTY LIMITED by its duly             )
authorized officer in the presence  )
of:                                 )    /s/ Terry Cuthbertson
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                                         Signature of Duly Authorized Officer

/s/ Gary David Mares                     Terry Cuthbertson
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Signature of Witness                     Name of Duly Authorized Officer

Gary David Mares
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Name of Witness

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