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                                                                        Ex-6.19

                              THOMPSON & ELLIOTT
                           BARRISTERS AND SOLICITORS

8th Floor                                             Telephone: (604) 731-1161
1285 West Broadway                                          Fax: (604) 731-6527
Vancouver, Canada
V6H 3X8                                                    Our File No. 42339/L


Reply to the Attention of: Richard C. Ledding


January 31, 2001


VIA FAX: 1-312-565-8300

Schuyler, Roche & Zwirner
Suite 3800, 130 East Randolph Street
Chicago, Illinois 60601
U.S.A.

ATTENTION: JEFFREY E. SCHILLER

Dear Sirs:

RE:  GLOBAL TELEPHONE COMMUNICATIONS, INC. ("GTCI" OR THE "COMPANY") V.
     THOMAS BRANDENBURG AND ROBERT ANDRESEN

We confirm that there have been a number of discussions between Mr. Fern and
our respective clients. We understand that an agreement has now been reached
between the parties.

We understand that our clients have settled this matter as follows:

1.   On account of any and all monies due and owing to your clients under the
     contracts, GTCI shall within 150 days from the date we receive the
     resignations of your clients (the "Date"), pay to your clients or on your
     clients' behalf $180,000.00 less any governmental withholdings. Our
     client is required to pay $50,000.00 to your clients within 90 days of the
     Date with the balance being payable on or before 150 days after the Date.
     As well, from of the $180,000.00, our client will pay the existing IRS
     obligation on account of withholdings which is $80,110.68.

2.   GTCI will, of course, agree to pay all outstanding salaries of the
     Company owed to parties other than your clients, and of course, the IRS
     obligations as mentioned above (including but not limited to those
     obligations due and owing for sums already paid to Messrs. Brandenburg and
     Andresen in lieu of salary which were already advanced). The

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     Company will agree to indemnity and hold harmless Messrs. Brandenburg
     and Andresen for any such claims which arise out of personal liability
     asserted by any Company employee or government agency with respect to
     these above noted claims.

3.   GTCI will provide to Mr. Brandenburg his warrants for 1,000,000 shares
     of GTCI stock and Mr. Andresen stock options for 500,000 shares of GTCI
     stock, but these will be redeemable at the prices which have already been
     set by your clients. These are $1.56 per share for Mr. Brandenburg and
     $1.375 per share for Mr. Andresen.

4.   All parties will sign full releases absolving the other side of any
     alleged misconduct. With respect to potential shareholder class actions,
     Mr. Wong has obtained a release of Messrs. Brandenburg and Andresen some
     large shareholders in China being Ricky Ng, Sino Way Technology and Sino
     Concourse. These will be forwarded to you once we receive the resignations.

5.   Messrs. Brandenburg and Andresen will resign immediately upon execution
     of this letter of agreement and forward these resignations to our office
     by fax and the original by courier.

6.   Upon resignation of Messrs. Brandenburg and Andresen, they will return
     all Company property in their possession.

If this is a true reflection of the agreement which has been reached, please
have your clients acknowledge and agree to this by signing in the place
indicated on the bottom of this letter. If your clients execute this, we will
in turn arrange to have Mr. Terry Wong, on behalf of GTCI, execute same. We
confirm that this letter agreement may be executed by way of facsimile
transmission. Upon execution of this letter agreement by all parties, it is
expressly agreed that this letter will no longer be without prejudice and
will form the basis of the agreement which will be further documented by:

     (a)  your clients immediately providing to us resignations as officers
          of GTCI in the form attached hereto;

     (b)  we will circulate the forms of releases with respect to activities
          at GTCI which will be executed by Mr. Terry Wong on behalf of the
          Company and Messrs. Brandenburg and Andresen; and

     (c)  our client will provide to your client the releases referred to
          above from Ricky Ng, Sino Way Technology and Sino Concourse upon
          receipt of the resignations referred to above.

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We look forward to your early response to this matter as we have had further
discussions with our client and they have indicated that they need to have
these resignations duly executed by your client and in our client's hands on
or before 5:00 p.m. Vancouver time on February 5th, 2001.


Yours very truly,

THOMPSON & ELLIOTT

/s/ RICHARD C. LEDDING
Richard C. Ledding
/jg
Enc.

                                       ACKNOWLEDGED AND AGREED TO:

                                       /s/ THOMAS BRANDENBURG
                                       -----------------------------
                                       Thomas Brandenburg

                                       /s/ ROBERT ANDRESEN
                                       -----------------------------
                                       Robert Andresen

                                       GLOBAL TELEPHONE COMMUNICATION, INC.

                                       Per: /s/ TERRY WONG
                                           -------------------------
                                           Terry Wong