[SATMEX LOGO]

                                          CONTRACT NUMBER: 286-1



CONTRACT FOR RENDERING OF THE INTERNATIONAL SERVICE OF SIGNAL CONDUCTION VIA
SATELLITE THROUGH THE MEXICAN SATELLITE SYSTEM ("SISTEMA DE SATELITES
MEXICANOS"), ENTERED INTO BY AND BETWEEN SATELITES MEXICANOS, S.A. DE C.V.,
WHICH SHALL HEREINAFTER BE NAMED "SATMEX", REPRESENTED IN THIS ACT BY MR. LAURO
ANDRES GONZALEZ MORENO, IN HIS CAPACITY AS CHIEF EXECUTIVE OFFICER (C.E.O.), AND
AS THE OTHER PARTY BY GLOBALTRON COMMUNICATIONS CORPORATION WHICH SHALL
HEREINAFTER BE NAMED "THE CLIENT", REPRESENTED BY MR. GARY D. MORGAN, IN HIS
STATUS AS PRESIDENT, PURSUANT TO THE FOLLOWING DECLARATIONS AND CLAUSES.


                           D E C L A R A T I O N S


I.-     "SATMEX" DECLARES:

I.1     That it is a Variable Capital Stock Corporation ("Sociedad Anonima de
        Capital Variable"), duly incorporated in accordance wth Mexican law.

I.2     That according to the provisions of the Mexican Federal
        Telecommunications Law ("Ley Federal de Telecommunicaciones"), and in
        the Mexican Regulations of Communication Via Satellite ("Reglamento de
        Communicacion Via Satellite"), occupation of the 109.2(degrees),
        113.0(degrees) and 116.8(degrees) West longitude geostationary orbit
        positions was concessioned on behalf of "SATMEX" for exclusive
        exploitation of the "C" and "Ku" freqenc bands and the rights of
        transmission and reception of signals.

I.3     That Mr. Lauro Andres Gonzalez Moreno, Engineer, in his status of C.E.O,
        has enough faculties to subscribe this Contract.

I.4     That it meets the technical and economic conditions to take on
        commitment of the provision of the service covered by this Contract.

I.5     That its Federal Taxpayer Registration Number is: SME-970626 MK5.

I.6     That for the exercise and fulfillment of the rights and obligations
        under its care, derived from entering into this Contract, it indicates
        as its address that located on Boulevard Manuel Avila Camacho No. 40,
        piso 23rd, Colonia Lomas de Chapultepec, C.P. 11000, Mexico Distrito
        Federal.

II.-    "THE CLIENT" DECLARES:

II.1    That it is a Corporation, duly incorporated under the laws of the State
        of Florida, United States of America.

II.2    That Mr. Gary D. Morgan, in his status as President has enough faculties
        to subscribe this Contract.

II.3    That it is presenting a certified and simple copy of the documentation
        indicated in the foregoing declarations.

II.4    That any modification on its firm name and/or the power of attorney
        granted to its President, shall be reported to "SATMEX" in writing and
        in a timely fashion.

II.5    That it complies with the applicable legislation in the countries
        comprised within Continental region of the Satmex 5 satellite where the
        service shall operate, and that it has obtained the necessary
        authorization or authorizations from the corresponding regulating
        institutions, to install, operate or exploit the transmitting and/or
        receiving ground station or stations.

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II.6    That it accepts the General Conditions of Service Supply of Conduction
        of Signals Via Satellite through the Mexican Satellite System, issued by
        "SATMEX" (Annex I), as well as the Technical Annex (Annex II), which,
        duly signed by the parties, are added to this Contract, to form an
        integral part of same.

II.7    That it is acquainted with the established legal framework, in the
        Mexican and international settings, to which rendering of the service
        subject matter of this Contract is subject, and is bound to use the
        service rendered by "SATMEX" to cover its communication needs within
        that legal framework.

II.8    That is indicates as its address, for effects of this Contract, that
        located at on 100 North Biscayne Blvd., New World Tower-25th Floor,
        Miami, Florida 33132, United States of America.

After having effected the foregoing declarations, the parties agree to enter
into a Contract and bind themselves pursuant to the following:


                                  C L A U S E S

FIRST.-           "SATMEX" is bound to provide to "THE CLIENT" the international
                  service of signal conduction via satellite, through the
                  Mexican Satellite System, by means of the space segment
                  assignation in the category of Non-Preemptible service, on the
                  C band, 23C transponder, of the Continental region, of the
                  Satmex 5 satellite, with a bandwidth of 18.00 MHz, according
                  to the terms, conditions, and technical, legal and tariff
                  modalities contained in this Contract and its Annexes.

                  "THE CLIENT" accepts that "SATMEX" will only provide the
                  services object of this contract in those regions covered by
                  Satmex 5 satellite and in the countries where "SATMEX" have
                  the correspondent permits, authorizations and concessions to
                  provide private services through the Mexican Satellites
                  System.

SECOND.-          "SATMEX" shall assign the "THE CLIENT" the satellite access
                  frequencies and their respective operation parameters, on the
                  basis of the link calculations previously presented by "THE
                  CLIENT" to "SATMEX" for each transmission and/or reception
                  carrier on which the ground stations that form part of its
                  network shall access.

                  "SATMEX" may modify the frequencies assigned to "THE CLIENT"
                  for justified reasons or optimization movements of the space
                  segment on the corresponding satellite, for which it shall
                  give "THE CLIENT" timely written notice of the respective
                  modifications. "THE CLIENT" is bound to carry out location
                  changes and release the preceding frequencies within the term
                  jointly agreed.

                  The satellite, band, coverage region, transponder,
                  polarization, link points, satellite frequencies, operation
                  parameters, location of the ground stations, antenna
                  diameters, are described in Annex II, which shall be updated
                  as "THE CLIENT" requests from "SATMEX" modifications or
                  enlargements on the service Contracted; in such case, the
                  parties shall subscribe the respective Agreement.

THIRD.-           "THE CLIENT" is bound to notify "SATMEX" in writing the
                  name(s), position(s), address(es), telephone number(s) and fax
                  number(s) of the technically responsible person(s) in charge
                  of its company's satellite network, at the latest within the
                  first five (5) working days following the signature hereof, or
                  when said responsible persons are changed.

FOURTH.-          "SATMEX" shall deliver the satellite access frequencies and
                  its operation parameters to "THE CLIENT", in writing, at the
                  time this Contract is signed.

FIFTH.-           The ground station(s) through which the service is provided
                  shall satisfy the technical specifications and features set
                  forth by "SATMEX" to operate with the Mexican Satellite
                  System, and shall fulfill among others, recommendation ITU-R.
                  S.580-5 and operate with agile and fractionary step frequency
                  synthesizers. The above shall be described in the technical
                  memory of the network deliverd by "THE CLIENT" to "SATMEX."

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SIXTH.-           The invoicing of the service shall begin as of the three (3)
                  days following the date on which this Contract is signed.

SEVENTH.-         "SATMEX" shall send to the address declared by "THE CLIENT"
                  the monthly invoice of the service Contracted, within the
                  first five (5) working days of each month, which shall be sent
                  per month in advance.

                  In case "THE CLIENT" does not receive the invoice at its
                  address in a timely manner, the latter shall notify this to
                  the "SATMEX" collection area and effect the corresponding
                  payment.

EIGHTH.-          If "THE CLIENT" is not in agreement with any invoice, it shall
                  immediately present its application for clarification and/or
                  adjustment, in writing, to "SATMEX", explaining the reasons
                  and grounds for its disagreement. Such event does not exempt
                  "THE CLIENT" of its payment obligation.

NINTH.-           "THE CLIENT" shall guarantee to "SATMEX" fulfillment of the
                  Contract by means of a cash deposit in Citibank, NA, 111 Wall
                  Street, 10043, New York, New York, account number: 36184091,
                  ABA number: 021000089, in the name of Satelites Mexicanos,
                  S.A. de C.V., for a total amount of USD$166,694.00 (one
                  hundred sixty-six thousand six hundred and ninety-four 00/100
                  U.S. Dollars). "THE CLIENT" is bound to deliver to "SATMEX"
                  proof of deposit at the time this Contract is signed.

                  "SATMEX" may dispose of such deposit, in the moment "THE
                  CLIENT" does not pay one monthly bill of the service, up to
                  the due amount plus the generated moratory interests.

                  Said deposit shall be returned to "THE CLIENT" at the end of
                  the term in force of this Contract, the latter is updated with
                  its payments.

TENTH.-           "THE CLIENT" is bound to pay to "SATMEX" for the service
                  subject matter of this Contract, the total amount of
                  USD$3,000,492.00 (three millions four hundred and ninety-two
                  00/100 U.S. Dollars), in monthly payments in advance of
                  USD$83,347.00 (eighty-three thousand three hundred and
                  forty-seven 00/100 U.S. Dollars).

                  "THE CLIENT" is bound to make payments in a timely manner, at
                  the latest on the fifteenth (15th) day of each month. If "THE
                  CLIENT" ceases to cover one (1) monthly payment, the service
                  shall be suspended. As the case may be, for reactivation, "THE
                  CLIENT" shall cover previously the indebtedness moratory
                  interest and reconnection charges.

                  The parties agree that each of them shall pay the taxes and
                  tariffs generated under their care, according to the legal
                  ordinances in force in their respective countries.

                  When "THE CLIENT" ceases to cover more than one (1) monthly
                  payment, "SATMEX" may assign the capacity to another
                  interested party.

ELEVENTH.-        Moratory interest shall be calculated on the basis of the rate
                  resulting from adding three (3) times the Prime Rate, issued
                  by the New York Citibank, proportionately to the days of delay
                  in payment, divided into twelve (12) months, on unpaid
                  balances of the amounts owed monthly.

                  Said interest shall be applied as of the day following the
                  payment expiration date and until the same is received by
                  "SATMEX".

TWELFTH.-         "SATMEX" shall only be liable, for compensation effects, for
                  dolus, for service interruptions in the part corresponding to
                  the space segment, facilities or equipment owned by it, but in
                  no case for acts of god or force majeure. "SATMEX's"
                  responsibility, shall in no case, exceed the amount of the
                  guarantee given by "THE CLIENT".

                  In case of service supply interruption, "THE CLIENT" shall
                  inform this immediately to the "SATMEX" Satellite Control
                  Center ("Centro de Control Satelital") in order for the reason
                  to be determined the failure corrected, and the service
                  reestablished. Likewise, it shall notify "SATMEX" in writing
                  so that, as the case may be and on the basis of the Control
                  Center's technical report, the corresponding compensation is
                  made to it, in accordance with the stipulations of article 18
                  of Annex 1.



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                  When it is necessary to provide maintenance to its facilities
                  or equipment, among others, "SATMEX" may interrupt the service
                  in coordination with "THE CLIENT", and the latter shall not be
                  entitled to any compensation. In any case, "SATMEX" shall make
                  its best efforts so that said interruptions cause the least
                  possible damage to "THE CLIENT".

                  If service interruptions arises, derived from operation of the
                  ground stations through which the service is provided, which
                  stations are not authorized or technically approved and are
                  causing interferences, "SATMEX" shall not be bound to grant
                  compensations.

THIRTEENTH.-      The term of this Contract shall be three (3) years, counted
                  from the date it is signed.

FOURTEENTH.-      "THE CLIENT" may cancel part of the capacity contracted or
                  terminate this Contract, notifying this to "SATMEX", in
                  writing, at least thirty (30) working days in advance. In such
                  case, the cancellation or termination date shall be referred
                  to a calendar months (last day of the month).

                  In case it is "THE CLIENT" that cancels part of the capacity
                  contracted or terminates the Contract before the end and of
                  the term in force indicated in CLAUSE THIRTEENTH, the latter
                  shall pay to "SATMEX", in one single payment and before the
                  date notified by "THE CLIENT" has elapsed, the amount
                  resulting from the tariff corresponding on a monthly basis to
                  Contracts at one (1) year, for each month remaining to
                  conclude the time period originally agreed upon, not to exceed
                  twelve (12) months.

                  In the assumption of partial cancellation, the aforementioned
                  payment shall be applied to the capacity affected.

                  Advance cancellation or termination of a service does not
                  release "THE CLIENT" from previous indebtedness or moratory
                  interest.

                  "SATMEX" reserves the right to assign the satellite capacity
                  released due to advance cancellation or termination to another
                  interested party, as of the day following the termination or
                  cancellation date.

FIFTEENTH.-       "SATMEX" may rescind this Contract for any of the following
                  reasons:

                  I.-       For any type of transmission of the rights and/or
                            obligations derived from this Contract, made by "THE
                            CLIENT" to third parties, without having prior
                            written authorization from "SATMEX".

                  II.-      If "THE CLIENT" does not pay more than one (1)
                            monthly invoice of the service or for three (3)
                            suspensions of same in the term of one (1) year.

                  III.-     If "THE CLIENT" does not adjust to satellite access
                            parameters indicated by "SATMEX".

                  IV.-      If "THE CLIENT" does not attend appropriately and/or
                            carry out the necessary adjustments on the generated
                            signals on their equipments that cause or may cause
                            affectations to third parties.

                  V.-       If "THE CLIENT" does not grant or maintain the
                            guarantee mentioned in CLAUSE NINTH in time and
                            form.

                  VI.-      For dissolution or liquidation of "THE CLIENT", or
                            if it is declared in bankruptcy or suspension of
                            payments, or if it is in any of the cases stipulated
                            in Article 2nd of the Mexican Law of Bankruptcy and
                            Suspension of Payments ("Ley de Quiebras y
                            Suspension de Pagos").

                  VII.-     If "THE CLIENT" decides not to accept the relocation
                            assigned to it by "SATMEX" in its satellites.



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                  VIII.-    In general, because "THE CLIENT" does not fulfill
                            any of the obligations derived from this Contract,
                            as well as its Annexes.

SIXTEENTH.-       If "THE CLIENT" incurres in any of the causes of rescission
                  indicated in the preceding clause "SATMEX" shall communicate
                  this in writing so that in a maximum term of fifteen (15)
                  calendar days, "THE CLIENT" amends the breach of its
                  obligation. If after said term has elapsed "THE CLIENT" has
                  not amend the breach of its obligation, "SATMEX" may rescind
                  this Contract, without a court order.

                  In case "SATMEX" rescinds the Contract, "THE CLIENT" is bound
                  to perform the payment referred to in CLAUSE FOURTEENTH and
                  release the satelite capacity mentioned in CLAUSE FIRST; in
                  such case, "SATMEX" shall have the possibility to relocate
                  such capacity immediately.

SEVENTEENTH.-     "SATMEX" shall not incur any liability whatsoever for damages
                  suffered by "THE CLIENT" or third parties, in a specific but
                  not limiting manner, for delay in delivery, deficient
                  functioning or failures that might appear in the space segment
                  subject matter of this Contract, as well as service
                  interruptions in the part corresponding to the space segment
                  or equipment owned by it, derived from act of God or force
                  majeure.

EIGHTEENTH.-      Both parties are bound to maintain all of the information and
                  documentation exchanged between them, by virtue of the
                  fulfillment and execution of this Contract, as strictly
                  confidential, except: (i) if same is requested by a judicial
                  or administrative authority and/or (ii) if said information
                  is deemed to be of public knowledge.

                  The parties may use the confidential information only by means
                  of prior written consent from the other party.

NINETEENTH.-      This contract only covers the service provided by "SATMEX",
                  "THE CLIENT" being committed to obtain the authorization or
                  permit/license, whose granting is a faculty of the
                  corresponding governing bodies at the site of the ground
                  station(s), on its own behalf. In the event of the obtaining
                  of permits, licenses or other authorizations in the Andean
                  region, which consists of Bolivia, Colombia, Ecuador, Peru and
                  Venezuela, "THE CLIENT" shall file as a satellite provider
                  "Andesat via Satmex".

TWENTIETH.-       In case of controversy regarding the fulfillment, contents,
                  construction and scope of the obligations in this Contract,
                  the parties submit to the indications of the ordinance in
                  force for the Federal District and the jurisdiction and
                  competence of the Courts of Mexico City, thus waiving their
                  right to the jurisdiction that might correspond to them due to
                  their present or future address or for any other reason. The
                  official language for these purposes is Spanish.

This Contract is signed in two copies, one copy remaining in possession of
either party, in Mexico City, as of November 9th, 1999.



               FOR "SATMEX"                       FOR "THE CLIENT"

            /s/ Lauro A. Gonzalez Moreno          /s/ Gary D. Morgan
           -----------------------------          -------------------
            MR. LAURO GONZALEZ MORENO             MR. GARY D. MORGAN
                     C.E.O.                           PRESIDENT



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[SATMEX LOGO]                                                           ANNEX I


                                   CLIENT: GLOBALTRON COMMUNICATIONS CORPORATION
                                                         CONTRACT NUMBER:  299-1


              GENERAL PROVISION CONDITIONS OF THE SATELLITE SIGNAL

         CARRYING PERMANENT SERVICE THROUGH THE MEXICAN SATELLITE SYSTEM

GENERAL PROVISIONS.

      1.    The service to be provided by SATMEX consists of the carrying of
            signals by satellite on the C and Ku bands of the Mexican Satellite
            System, abiding by the provisions of the Concession Title, the
            Mexican Federal Law on Telecommunications, the Satellite
            Communication Regulations, the Mexican Federal Law on Radio and
            Television and its Regulations, the Constitution and Agreement of
            the UTI, the International Telecommunications Regulations,
            International Treaties and Agreements on the matter approved by the
            Senate of the Republic and any other administrative provisions on
            the matter.

      2.    The definitions of the technical terms used in the contracts and/or
            agreements, should be understood according to the documents already
            indicated in the above paragraph, the definitions that may be issued
            by the Telecommunications, Radio communications and Development
            Standardization Sectors of the UTI, as well as the correspondent
            Glossary of Terms of the Federal Telecommunications Commission
            and/or of Telecommunicaciones de Mexico.

      3.    THE CLIENT shall be responsible for obtaining and possessing the
            necessary concessions, permits, licenses or authorizations from the
            Mexican Federal Government or from the authorities on the matter in
            each country to be linked.

PROVISION.

      4.    The permanent service shall be provided based two categories,
            according to their continuity priority in case of contingency or
            partial or total failure of the assigned satellite, these being:

            NON-PREEMPTIBLE SERVICE - is the one whose transponder has back-up
            amplifiers and is not interrupted to give priority to a protected
            service, but does not possess, in the case of fault, immediate
            protection in another transponder or satellite.

            INTERRUPTIBLE SERVICE - Is the one subject to be required at any
            time due to being used to provide immediate protection to a
            protected service and even to a Non-Preemtible service, due to the
            latter being considered as priorities. During normal operation, the
            transponder possesses backup transponders.

            Protected Service shall be provided only for the State satellite
            capacity; and it is used for national security and social benefit
            services, and has maximum priority over any service category, in
            case of contingency.

            Each category of the permanent service has a different tariff, which
            is defined in Annex I of the respective contract.

      5.    The space segment by which the service is provided shall be assigned
            based on the carriers of information and transmission for
            standardized integrated velocities, for complete transponders or
            fractions of band widths and/or transponder power, measured in
            Megahertz (MHz) and decible Watts (dBw) respectively.


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      6.    THE CLIENT, when contracting the service, must deliver a technical
            specifications sheet describing the network, its topology, the
            ground stations and their equipment, the satellite access technique,
            the required capacity and link calculation for each carrier,
            according to the format which shall be previously given thereto by
            SATMEX.

      7.    The frequency synthesizers of THE CLIENT's ground stations must be
            efficient and stepped in kilowatz. The operation of equipment for
            crystal-syntonized frequencies or with turning limitations are not
            acceptable, as this prevents the relocation of the service in case
            of interference and may also lead to greater consumption of band
            width, charged to THE CLIENT.

      8.    The responsible technicians appointed by THE CLIENT to operate the
            ground stations of its satellite network, must not exceed the
            nominal satellite access parameters assigned to each carrier. The
            personnel of the Primary or Alternate Satellite Control Center of
            SATMEX, when detecting excesses, shall immediately coordinate the
            necessary rectifications with the manager of the ground station or
            the network. In the case that THE CLIENT does not make the necessary
            rectifications or deactivation of the carriers that operate out of
            the parameters, it shall be charged economic penalties for the use
            of excess power or bandwidth, or for the damages caused to other
            clients.

            The economic penalty shall be for the amount resulting from applying
            the highest tariff for the affected bandwidth and/or power, and
            also, in such case, the economic compensation amounts that SATMEX
            gives to an affected client(s). The payment of such penalties does
            not imply authorization to continue operating the service out of the
            assigned parameters.

            If THE CLIENT, for reliability in its link(s), requires operation
            with a higher satellite power level, it may request (with link
            calculations) that SATMEX authorize it, if such possibility exists,
            applying the corresponding adjustments in the bill.

      9.    THE CLIENT, prior to accessing the satellite, must coordinate the
            necessary technical testing of their ground stations with the
            Primary or Alternate Satellite Control Center, according to the
            procedure and protocol established by SATMEX.

      10.   The ground stations which do not meet the insulation tests,
            radiation pattern or other parameter which affects or may affect
            other signals or satellites, may not be authorized to operate with
            the satellites until they have been corrected, without this implying
            any responsibility for SATMEX.

            Additionally, if an already tested ground station starts to produce
            interference with other signals during its operation, it must
            suspend its access to the satellite until the complete rectification
            of such interference. In this case, THE CLIENT must provide every
            facility, so that jointly with the Primary or Alternate Control
            Center, do whatever proceeds to help it to eliminate the
            interference.

            In the case that the manager(s) of the ground stations(s) through
            which the service is run does/do not comply with indications to the
            Primary or Alternate Satellite Control Center of SATMEX in a timely
            fashion, to correct or deactivate the ground station which is
            producing the interference. THE CLIENT shall pay SATMEX a fine
            equivalent to one percent (1%) of the monthly tariff for each hour
            or fraction for the delay plus the equivalent of the compensations
            SATMEX would have to pay to other clients as a consequence of said
            interference.

            THE CLIENT is committed to supervise the operating status of the
            ground stations and to make sure that these do not produce
            interference to their own signals, other clients signals or other
            satellites.

      11.   When a client's signals are affected by interference whose origin is
            unknown or undetermined which does not allow its immediate
            rectification, THE CLIENT shall have the option to be relocated, as
            soon as possible, to a free space so as to provide its
            communications with continuity.


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            This must be immediately reported to the monitoring areas of the
            Primary or Alternate Satellite Control Center of SATMEX, so that in
            coordination with the assignations area, it may attend and aid in
            the relocation activities. As the case may be, SATMEX shall notify
            THE CLIENT of the new frequencies and operating parameters, be they
            temporary or definitive.

            The costs incurred as a result of relocating the frequencies of the
            ground stations shall be paid by THE CLIENT.

      12.   Any modification to the service or change of location of the ground
            stations must be requested from SATMEX at least thirty (30) working
            days in advance, including the complement to the technical
            specifications sheet and the link calculations for the modified
            carriers or new sites.

CONTRACTING.

      13.   To contract the service, THE CLIENT must possess a public network
            concession or permit of the type envisaged in Articles 24 and 31 of
            the Mexican Federal Law on Telecommunications, respectively and
            pursuant to the provisions of the Satellite Communication
            Regulations. The obtention of such permits shall be the
            responsibility of and at the cost of THE CLIENT. A copy of this
            document must be presented to SATMEX.

BILLING.

      14.   When the magnitude of any of the concepts used as the basis for the
            application of the tariff results in fractions greater than those
            established in the same, these shall be converted into unit decimal
            or centesimal values, rounded up to the nearest higher number, as
            corresponds.

      15.   The invoices for the concept of the provision of permanent services
            shall be formulated for periods that correspond to one calendar
            month, except when the start of the service is on a day in the
            middle of the month, in which case the initial invoice shall be
            formulated for the amount corresponding to the number of days
            remaining for the conclusion of such month in which the service is
            provided.

      16.   THE CLIENT shall pay the invoices under its charge, at the latest in
            the date established in the correspondent invoice and in the same
            currency as shown in such documents. THE CLIENT shall have the
            option to pay in the banking institutions authorized by SATMEX or by
            an electronic bank transfer a SATMEX account at:

            Bank:             Citibank, N.A.
            Domicile:         111 Wall Street, 10043, New York, N.Y.
            Account number:   36184091.
            ABA number:       021000089.
            Beneficiary:      Satelites Mexicanos, S.A. de C.V.

COMPENSATIONS.

      17.   SATMEX shall in no case bear economic responsibility for damages and
            injuries caused by the interruptions in the service to THE CLIENT or
            third parties.

            SATMEX shall not grant compensation for the interruptions in the
            service derived from the operation of the ground station(s) which
            are not technically authorized or approved and which cause
            interference or for the total or partial suspension of an
            interruptible service due to providing immediate protection to a
            protected or uninterruptible service, which have priority thereover.




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            The compensations shall be taken into account starting from the date
            on which the Satellite Control Center of SATMEX issues the report
            confirming the causes that led to the interruption.

      18.   The interruptions in the provisions of the service, imputable to
            SATMEX, shall be compensated in the following way:

            I.    Only shall be compensated continuous interruptions of three
                  (3) hours. The compensation shall be equal to one eighth of
                  the billing corresponding to one (1) day. A fraction of one
                  hour shall be calculated as a complete hour.

            II.   SATMEX shall not take into consideration requests for
                  compensation when the interruption is due to THE CLIENT's
                  negligence, or a failure of the apparatus and equipment which
                  and not the property of SATMEX and whose conservation and
                  operation does not pertain thereto.

            III.  The compensations, when applicable, shall be credited to THE
                  CLIENT in the due account for the second and third months
                  following the month in which the interruption occurred.

            IV.   Devolutions shall only be made in those cases in which it is
                  impossible to apply the compensations to other periods or
                  services contracted by THE CLIENT.

This Annex is signed in two copies, one copy remaining in the possession of each
party, in Mexico City, on November 9th, 1999.

        FOR "SATMEX"                                FOR "THE CLIENT"


   /s/ Lauro Gonzalez Moreno                      /s/ Gary D. Morgan
----------------------------------          ----------------------------------
   Mr. Lauro Gonzalez Moreno                      Mr. Gary D. Morgan
            C.E.O.                                     PRESIDENT



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                                    ANNEX II


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CLIENT:                      GLOBALTRON COMMUNICATIONS CORPORATION
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ADDRESS:             100 NORTH BISCAYNE BLVD., NEW WORLD TOWERS--25TH FLOOR
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CITY:                    MIAMI, FLORIDA 33132, UNITED STATES OF AMERICA
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CONTRACT:      295-I         DATE:  November 9th,     PERIOD IN USE: THREE (3)
                                    1999              YEARS
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REPRESENTED:                           MR. GARY D. MORGAN
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                              TECHNICAL INFORMATION

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NETWORK:       POINT-POINT   BANDWINTH:  18.00 MHz
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EXPLOTATION:   PRIVATE
               NETWORK
--------------------------------------------------------------------------------
SATELLITE:     SATMEX 5      BAND:  C      SERVICE    NON
                                           CATEGORY:  PREEMPTIBLE
--------------------------------------------------------------------------------
ORBITAL        116.6 8(degrees)W           TRANSPONDER: 23C
POSITION:
--------------------------------------------------------------------------------
REGION:        CONTINENTAL   INITIAL FREQUENCY:  6385.000
                             FINAL FREQUENCY:  6403.00
--------------------------------------------------------------------------------



                                      COST

--------------------------------------------------------------------------------
TOTAL AMOUNT

USD$3,000,492.00

MONTHLY COST USD

USD$83,347.00
--------------------------------------------------------------------------------


DATE:  MEXICO, CITY, AS OF NOVEMBER 9TH, 1999




        FOR "SATMEX"                                FOR "THE CLIENT"


  /s/ Lauro A. Gonzalez Moreno                      /s/ Gary D. Morgan
----------------------------------          ----------------------------------
   Mr. Lauro Gonzalez Moreno                      Mr. Gary D. Morgan
            C.E.O.                                     PRESIDENT





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