EXHIBIT 10.58

                                   EXHIBIT "F"
                                   -----------

                      DATED THIS 17TH DAY OF NOVEMBER 1997

                                     BETWEEN

                                 FIBERCORE INC.

                                       AND

                    PNB EQUITY RESOURCE CORPORATION SDN. BHD.
                             (Company No. 197031-X)

                                       AND

                             FEDERAL POWER SDN. BHD.
                              (Company No. 17892-V)

                     ***************************************

                              PUT OPTION AGREEMENT

                     ***************************************


                           ABDULLAH, ABD. RAHMAN & CO.
                            (Advocates & Solicitors)
                          17th Floor, Wisma Lee Rubber
                                  Jalan Melaka
                               50100 Kuala Lumpur
                          (REF: AM/DL/SM/MISC/1703/97)



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<PAGE>


         THE PUT OPTION  AGREEMENT is made the 17TH day of NOVEMBER 1997 BETWEEN
FIBERCORE  INC.,  a Nevada  corporation  under the laws of the United  States of
America  with  offices  at  253  Worcester   Road,   P.O.  Box  180,   Charlton,
Massachusetts 01507 United States of America (hereinafter  referred to as "FCI")
and PNB EQUITY RESOURCE CORPORATION SDN. BERHAD (COMPANY NO. 197031-X) a company
incorporated under the laws of Malaysia with its registered office at 4th Floor,
Balai PNB,  201-A,  Jalan Tun Razak,  50400  Kuala  Lumpur  (hereinafter  called
"PERC") of the first part,  FEDERAL  POWER SDN.  BHD.  (COMPANY  NO.  17892-V) a
company  incorporated  in Malaysia  with its  registered  office at Lot 8, Jalan
Ragum 15/17, P.O. Box 7016, 40702 Shah Alam,  Selangor Darul Ehsan  (hereinafter
referred to as "FP").

WHEREAS

A.       FIBERCORE  (M)  SDN.  BHD.   (hereinafter   "called  the  joint-venture
         Company"), incorporated in Malaysia, has an authorized share capital of
         Ringgit  Malaysia  One Hundred  Million  (RM100,000,000)  divided  into
         30,700,000  ordinary  shares of RM1.00 each and 69,300,000  convertible
         preference shares of per value RM0.05 each. The initial paid up capital
         of the  Company is Ringgit  Malaysia  Fifty Two  Million  Thirty  Seven
         Thousand  Four  Hundred  and Eighty  Six  (RM52,037,486)  divided  into
         15,975,508  ordinary  shares of par value at RM1.00 each and 36,061,978
         preference shares of par value at RM1.00 each.

B.       The shareholders of a Joint Venture Company have entered into the Joint
         Venture  Agreement  of  even  date  (hereinafter  referred  to  as  the
         Joint-Venture  Agreement")  under which the parties thereto have agreed
         that the issued and paid up capital of the Joint Venture  Company shall
         be Ringgit  Malaysia  Fifty Two  Million  Thirty  Seven  Thousand  Four
         Hundred and Eighty Six (RM52,037,486) as follows:

<TABLE>
<CAPTION>
                  NO. OF SHARES                                                 PERCENTAGE
                  -------------                                                 ----------

                           ORDINARY            %              PREFERENCE                         %
                           --------            -              ----------                         -

<S>                          <C>                       <C>             <C>                           <C>  
         FCI                 8,147,509                 51.00           18,391,609                    51.00
         FP                  5,964,190                 37.00           13,463,138                    37.00
         PERC                1,863,809                 12.00            4,207,231                    12.00
                           -----------               -------           -----------                 -------
                            15,975,508                100.00           36,061,978                   100.00
</TABLE>

C.       In  accordance  with the terms of the  Joint-Venture  Agreement FCI has
         agreed  to  grant  to PERC  and/or  FP a Put  Option  requiring  FCI to
         purchase  all or any of PERC's  and/or  FP shares in the joint  venture
         Company on the terms contained  herein.  This Put Option is conditional
         upon  the   joint-venture   Company  being  unable  to  produce  market
         acceptable  product  as defined  in  Exhibit  "C" of the  Joint-Venture
         Agreement after commissioning of the facility.




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D.       This Put Option Agreement shall be null and void upon the conversion of
         the preference shares in accordance with Section 3.7 and Exhibit "C" of
         the Joint Venture Agreement

SECTION 1  INTERPRETATION
           --------------

1.1      This  Agreement  is divided  into  Section and the Sections are divided
         into Clauses.

1.2      In this Agreement, except where the context otherwise requires:

         "THE JOINT VENTURE            shall mean  FIBERCORE (M) SDN. BHD.
         COMPANY"                     (COMPANY NO.  435423-P) a company  incor-
                                       porated   incorporated  in  Malaysia  and
                                       having  its  registered   office  at  c/o
                                       Ontime Management  Services,  Suite 4.02,
                                       4th  Floor,  Wisma Yap Ka, No.  480,  3rd
                                       Mile, Jalan Ipoh, 52100 Kuala Lumpur;

         "FCI"                         shall  mean  FIBERCORE   INC.,  a  Nevada
                                       corporation  incorporated  under the laws
                                       of the  United  States  of  America  with
                                       offices at 253 Worcester  Road,  P.O. Box
                                       180, Charlton, Massachusetts 01507 United
                                       States of America:

         "EXERCISE PERIODS"            shall  mean the period  beginning  on the
                                       1st day of January 2002 and ending on the
                                       31 st day of January 2004;

         "EXERCISE PRICE"              shall   mean  the  amount  by  which  the
                                       Adjusted  Cost  exceeds the  Dividends on
                                       the relevant Settlement Date;

         "ADJUSTED COST"               shall  mean the  amount of any  Malaysian
                                       Ringgit  paid as  subscription  money for
                                       Optioned Shares,  compounded  annually at
                                       the rate of nine per cent per  annum  (9%
                                       p.a.)  from  the date of  payment  to the
                                       relevant  Settlement Date  (calculated in
                                       the  case of any  period  of less  than a
                                       year  on the  basis  that  each  complete
                                       calendar  month  comprised in such period
                                       shall be  regarded  as  one-twelfth  of a
                                       year,  and each day in such period  which
                                       is not part of a complete  calendar month
                                       comprised  therein  shall be  regarded as
                                       one 360th of a year);



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         "DIVIDENDS" shall             mean  the  amount  of  Malaysian  Ringgit
                                       equal to cash  dividends (if any) paid by
                                       the  joint  venture   Company  on  or  in
                                       respect of the Optioned Shares;

        "NOTICE OF EXERCISE"           shall mean a notice  given by PERC and/or
                                       FP to FCI pursuant to Clause 2.1.2, which
                                       shall set forth as a minimum:

                                       (a) the number of  Optioned  Shares to be
                                       purchased  by FCI  and to be sold by PERC
                                       and/or FP;

                                       (b) the estimated  amount of the relevant
                                       Exercise Price;

                                       (c) the relevant Settlement Date;

                                       (d) the Settlement Place;

         "OPTION"                      shall mean PERC's and/or FP right to sell
                                       to FCI the optioned Shares as provided in
                                       Clause 2.11;

         "OPTIONED SHARES"             shall mean:

                                       (a) all Ordinary Shares and/or Preference
                                       Shares subscribed by PERC and/or FP;

                                       (b) all Ordinary Shares and/or Preference
                                       Shares  subscribed  or  equipped  by PERC
                                       and/or FP  pursuant  in  relation  to any
                                       such  ordinary  Shares as are referred to
                                       in paragraph (a) above;

                                       (c) all Ordinary Shares and/or Preference
                                       Shares  received  by PERC  and/or FP as a
                                       result    of    the    subdivision    for
                                       consolidation  of, or any  capitalization
                                       issued  made  in  respect  of,  any  such
                                       Ordinary  Shares  as are  referred  to in
                                       paragraph (a) or (b) above;




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                                       (d) all Ordinary Share and/or  Preference
                                       Shares  received  by  PERC  and/or  FP in
                                       exchange, replacement or substitution for
                                       any such Ordinary  Shares are referred to
                                       in paragraph (a), (b) or (c) above;

         "ORDINARY SHARES"             shall mean  Ordinary  Shares at par value
                                       RM1.00  each in the  capital of the joint
                                       venture Company (and shall include shares
                                       in  the  capital  of  the  joint  venture
                                       Company resulting from the subdivision or
                                       consolidation of Ordinary Shares);

         "PREFERENCE SHARES"           shall  mean the shares by  whatever  name
                                       called, which does not entitle the holder
                                       thereof to the right to vote at a general
                                       meeting  or to any  right to  participate
                                       beyond   a   specified   amount   in  any
                                       distribution  whether by way of dividend,
                                       or on  redemption,  in a  winding-up,  or
                                       otherwise;

         "PERC"                        shall    mean   PNB    EQUITY    RESOURCE
                                       CORPORATION   SDN.   BHD.   (COMPANY  NO.
                                       197031-X)  a company  incorporated  under
                                       the laws of Malaysia with its  registered
                                       office at 4th Floor,  Balai  PNB,  201-A,
                                       Jalan Tun Razak, 50400 Kuala Lumpur;

         "FP"                          shall  mean  FEDERAL   POWER  SDN.   BHD.
                                       (COMPANY    NO.    17892-V)   a   company
                                       incorporated   in   Malaysia   with   its
                                       registered  office at Lot 8, Jalan Ragum,
                                       15/17,  PO Box  7016,  40702  Shah  Alam,
                                       Selangor Darul Ehsan.

         "SETTLEMENT DATE"             shall  mean  the  date  specified  in the
                                       relevant  Notice of  Exercise  for making
                                       payment of the  relevant  Exercise  Prioe
                                       and  transferring  title to the  relevant
                                       Optioned  Shares  which  shall be neither
                                       less than 180 days nor more than 365 days
                                       after the  relevant  Notice  of  Exercise
                                       shall have been given.




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         THE WORD "RINGGIT MALAYSIA"   shall respectively denote Ringgit in  the
         AND THE SYMBOL "RM"           currency of Malaysia;

1.3      "person" and words denoting  persons include bodies  corporate and vice
         versa the  masculine  gender  includes  the  feminine  and the singular
         includes the plural and vice versa

1.4      reference of Recitals,  Sections and Clauses are to Recitals,  Sections
         and Clauses of this Agreement.

1.5      The heading and Index are inserted in this Agreement for convenience of
         reference only and shall nor affect the construction of this Agreement.

SECTION 2 PUT OPTION
          ----------

2.1.1    PERC  and/or FP shall have the right,  at its  option,  at any time and
         from time to time during the Exercise Period, to sell to FCI all or any
         of the Optioned Shares.

2.1.2    PERC  and/or  FP shall  exercise  such  right by  serving  a Notice  of
         Exercise  or  Notices  of  Exercise  upon  FCI at any time  during  the
         Exercise Period

2.1.3    Upon such  exercise by PERC and/or FP, FCI shall  purchase the Optioned
         Shares  specified in the relevant  Notice of  Exercise,  such  Optioned
         Shares to be purchased at the relevant  Exercise Price provided that in
         the event of any dispute or  disagreement  between  the parties  hereto
         concerning  the Exercise  Price,  such Exercise Price shall be fixed by
         the auditors for the time being of the joint venture  Company acting as
         experts  and not as  arbitrators,  whose  decision  shall be final  and
         binding on the parties hereto.

2.1.4    Each such purchase shall be completed as follows

         2.1.4.1           FCI shall pay the relevant  Exercise Price multiplied
                           by the number of Optioned  Shares  referred to in the
                           Notice  of   Exercise   to  PERC  and/or  FP  on  the
                           Settlement Date; and

         2.1.4.2           upon  compliance  by FCI with  paragraph 2 1041 above
                           PERC  and/or FP shall  deliver the  respective  share
                           certificate  or  certificates  and executed  transfer
                           form in respect of the  Optioned  Shares to or to the
                           order of FCI,  such  Optioned  Shares  to be free and
                           clear of all liens, charge and encumbrances.

2.2      Without  prejudice  to any  remedies  available to PERC and/or FP under
         this Agreement or otherwise and  notwithstanding  the provisions of the
         Joint Venture  Agreement,  in the event that FCI shall fail to purchase
         and pay for all or any of the Optioned  Shares as herein  provided PERC
         and/or FP shall be free to sell,  transfer or otherwise dispose of such
         unpurchased  and  unpaid  Optioned  Shares to any third  party  without
         affecting any



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<PAGE>

         rights PERC and/or FP may have against FCI.

2.3      Except as  provided  in the Joint  Venture  Agreement,  nothing in this
         Agreement  shall  limit the right of PERC  and/or  FP, at any time,  to
         sell,  transfer or otherwise alienate all or any the Optioned Shares of
         which PERC and/or FP may for the time being, be the holder,  as are not
         then subject to a Notice of Exercise.

SECTION 3 SPECIFIC PERFORMANCE

3.1  If FCI shall refuse to comply with the terms of this  Agreement PERC and/or
     FP shall be entitled to seek the remedy of specific  performance  in law or
     to damages.

SECTION 4 MISCELLANEOUS

4.1      Any notice to be given under this Agreement may be given by sending the
         same by post by the  quickest  mail  available or by telefax or fax (if
         the  addressee  has  telex or fax  facilities)  addressed  to the party
         concerned  at its  address  as given in  Section  4.3 or at such  other
         address and any notice so given shall be deemed to have been served ten
         (10)  days  after it was  posted  or as the case may be,  on the day on
         which it was delivered by hand or sent by telex or fax as aforesaid.

4.2      Any legal process may be served by sending the same by registered  post
         by the quickest mail available  addressed to the party concerned at its
         address as given in Section 4.3 or at such other address and any notice
         so given shall be deemed to have been served ten (10) days after it was
         posted.

4.3       The addresses referred to in the preceding Sections are as follows:

         FCI:                          253 Worcester Road
                                       P.O. Box 180
                                       Charlton, Massachusetts 01507
                                       United States of America
                                       Fax:  (508) 248-5588

         FP:                           Lot 8, Jalan Ragum 15/17,
                                       P.O. Box 7016
                                       40702 Shah Alam,
                                       Selangor Darul Ehsan, Malaysia
                                       Fax: (03) 559-8020

         PERC:                         4th Floor, Balai PNB
                                       201-A, Jalan Tun Razak
                                       50400 Kuala Lumpur
                                       Fax:  (03) 2610963




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4.4      Any provision in this  Agreement  which is or may become  prohibited or
         unenforceable in any jurisdiction  shall, as to such  jurisdiction,  be
         ineffective  to the  extent of such  prohibition,  or  unenforceability
         without  invalidating  the remaining  provisions  of this  Agreement or
         affecting the validity or enforceability of such provision in any other
         jurisdiction.

4.5      Save with the previous written consent of PERC and/or FP, FCI shall not
         be entitled to assign or transfer in whole or in part any of its rights
         or obligations hereunder.

4.6      Save as PERC and/or FP may otherwise agree,  all notices  certificates,
         reports,  information and documents given to PERC and/or FP pursuant to
         this Agreement shall be in the English language.

4.7      This Agreement may be executed in several counter parts,  each of which
         shall be an original but all of which shall together constitute one and
         the same instrument

4.8      This Agreement and its  performance  shall be governed and construed in
         all respects in accordance with the laws of Malaysia.

4.9      FCI agrees  that any legal  action or  proceeding  arising out of or in
         connection with this Agreement may be brought in the courts in Malaysia
         and  irrevocably  submits  to the  non-exclusive  jurisdiction  of such
         Court.

4.10     The  submission  to such  jurisdiction  shall  not  (and  shall  not be
         construed  so as  to)  limit  the  right  of  PERC  and/or  FP to  take
         proceedings  against  FCI in the United  States of America or  whatever
         other  jurisdiction it shall consider  appropriate nor shall the taking
         or proceedings in any one or more  jurisdiction  preclude the taking of
         proceedings in any other jurisdiction, whether concurrently or not.

[Remainder of this page is intentionally left blank]




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IN WITNESS  WHEREOF,  the Parties  hereto have hereunto set their hands and seal
the day and year first above written

         The Common Seal of           )
         PNB EQUITY RESOURCE          )
         CORPORATION SDN. BHD.        )
         (COMPANY NO 197031-X) was    )
         hereunto duly affixed in the )
         presence of:                 )

<TABLE>
<CAPTION>

<S>                                                  <C>
         /s/ Dato Mohd Hilmey bin Mohd Taib          /s/ Miriam Binte Haji Jaacob
         ----------------------------------          -----------------------------------
         Director                                             Director/Secretary
         Name:  Dato Mohd Hilmey bin Mohd Taib                Name:  Miriam Binte Haji Jaacob
         Nric No:  4460859                                    Nric No.:  2439153

         The Common Seal of           )
         FEDERAL POWER SDN. BHD.      )
         (COMPANY NO. 17892-V) was    )
         hereunto duly affixed in the )
         presence of:                 )

         /s/  Tan Sai Abu Zarim bin Omar                      /s/  Misron bin Yusof
         -----------------------------------                  --------------------------
         Chairman                                             Director
         Name:  Tan Sai Abu Zarim bin Omar                    Name:  Misron bin Yusof
         Nric No:  240726-05-5035                             Nric No.:  430618-01-5037

         Signed by MOHD. AFZAL ASLAMI     )
         PASSPORT NO: 014068651 (USA) for )
         and on behalf of FIBERCORE INC.  )
         in the presence of:              )                   /s/  Mohd Aslami.
                                                              ----------------------------
                                                              MOHD. AFZAL ASLAMI
                                                              PASSPORT NO: 014068651 (USA)

         /s/  Trevor J. Kidd
         -----------------------------------
         TREVOR JOHN KIDD
         PASSPORT NO: 004354001 (GREAT BRITAIN)
</TABLE>




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