FIBERCORE INC.

                                VOTING AGREEMENT


         THIS VOTING  AGREEMENT (the  "Agreement") is made and entered into this
27th day of November,  1996, by and among FIBERCORE,  INC., a Nevada corporation
(the "Company"), AMP INCORPORATED,  a Pennsylvania corporation ("AMP"), and Mohd
Aslami, Charles DeLuca and Dr. M. Mahmud Awan (the "Key Shareholders").

                                     RECITAL

         WHEREAS,  AMP and  each  of the Key  Shareholders  hold  shares  of the
capital stock of the Company; and

         WHEREAS,  AMP and the Key Shareholders desire to provide for the future
voting of their shares of the Company's capital stock as set forth below;

         NOW, THEREFORE, in consideration of the premises and for other good and
valuable  consideration,  the  receipt  and  sufficiency  of  which  are  hereby
acknowledged, the parties hereto agree as follows:

                                    ARTICLE I

                                     VOTING

                  1.1 AMP and the Key Shareholders each agree to hold all shares
of voting capital stock of the Company  (including but not limited to all shares
of Common Stock issued upon exercise of Warrants) registered in their respective
names or beneficially owned by them as of the date hereof, and any and all other
securities  of the Company  legally or  beneficially,  directly  or  indirectly,
acquired  by AMP  and  each  of the  Key  Shareholders  after  the  date  hereof
(hereinafter  collectively  referred to as the "Shares") subject to, and to vote
the Shares in accordance with, the provisions of this Agreement.

                  1.2 The Company,  AMP and the Key  Shareholders  shall consult
each other and shall vote their respective  shares of the Company's voting stock
to elect the Board of Directors of the Company (the "Board") which shall consist
of: (i) one (1) nominee of AMP, (ii) three (3) nominees of the Key Shareholders,
initially to be Mohd Aslami,  Charles DeLuca, and Hans Moeller,  and (iii) three
(3) nominees mutually  acceptable to AMP and the Key  Shareholders,  one of whom
shall be Dr. M. Mahmud Awan. If AMP opts not to nominate a director, the seventh
nominee shall be mutually  acceptable to AMP and the Key  Shareholders and shall
qualify as an "Outside Director" as defined below.

                  1.3 Directors who are not employees of or  consultants  to the
Company, except for Dr. M. Mahmud Awan, shall be defined as "Outside Directors."
The nominee of AMP shall



                                       1.

<PAGE>



be deemed to be an Outside  Director.  At all times,  the  majority of the Board
shall  consist of Outside  Directors.  If the number of  directors  on the Board
shall be increased or decreased from seven (7)  directors,  each of the Company,
AMP and the Key Shareholders agree to increase or decrease the number of Outside
Directors  so that the  majority  of the Board  continues  to consist of Outside
Directors,  provided  however,  that any change in the number of directors shall
not interfere with AMP's right to nominate a director.

                  1.4  Should an Outside  Director  resign,  die,  decide not to
stand  for  election  or be  removed,  each  of the  Company,  AMP  and  the Key
Shareholders  agree to vote  their  shares  for the  election  of a new  Outside
Director.

                  1.5 Except as  provided  by this  Agreement,  AMP and each Key
Shareholder  shall exercise the full rights of a shareholder with respect to the
Shares.

                                   ARTICLE II

                                    COVENANTS

                  2.1  At  its   option,   AMP  may  elect  not  to  nominate  a
representative  to the Board  pursuant  to  Section  1.2.  If AMP  elects not to
appoint a nominee to the  Board,  the  Company  agrees to grant AMP the right to
have an  observer  at all  meetings  of the  Board  and such  observer  shall be
entitled to receive all notices of meetings and all information  provided to the
Board including notices of actions by written consent.

                  2.2 Except for the AMP nominee,  if any, or in the alternative
Dr. M. Mahmud Awan, each of the Outside Directors shall have been elected to the
Board for a three year term  within  three  months of the date  hereof.  The AMP
nominee,  if any, or in the alternative Dr. M. Mahmud Awan,  shall be elected to
an  initial  one  year  term and  shall  be  elected  to a three  (3) year  term
thereafter.

                  2.3 The  number of seats on the Board  shall not be  increased
above seven (7) without the written consent of AMP.

                  2.4 The Company  shall  maintain a  classified  and  staggered
Board,  with each  director  serving for a term of three  years,  except for the
first  election  after the date hereof.  At such  election  Hans Moeller and the
nominee of AMP, if any,  or if AMP chooses not to nominate a director,  then Dr.
M. Mahmud Awan,  shall be elected to an initial one year term ("Class I");  Mohd
Aslami and Charles  DeLuca  shall be elected to an initial two year term ("Class
II") and the three mutually  acceptable Outside Directors sahll be elected to an
initial three year term ("Class III").  Following their initial terms, directors
shall thereafter be elected to three year terms.




                                       2.

<PAGE>



                                   ARTICLE III

                                   TERMINATION

                  3.1 This  Agreement  shall  continue  in full force and effect
from the date hereof  through the earliest of the following  dates,  on which it
shall terminate in its entirety:

                           (a) the date of the closing of an underwritten public
offering of the  Company's  Common Stock  pursuant to a  registration  statement
filed with, and declared effective under the Securities Act of 1933, as amended,
covering  the offer and sale of the Common Stock and raising net proceeds to the
Company of at least $5,000,000; or

                           (b) the date as of which AMP and the Key Shareholders
hereto terminate this Agreement by mutual written consent; or

                           (c) the date on which all  Obligations of the Company
under that certain Term Loan  Agreement,  dated as of November 27, 1996,  by and
between AMP and the Company, have been paid in full.

                                   ARTICLE IV

                         REPRESENTATIONS AND WARRANTIES

                  4.1 Each Key  Shareholder  represents and warrants to AMP that
it (a) owns the  Shares  free and clear of liens or  encumbrances,  and has not,
prior to or on the date of this  Agreement,  executed or delivered  any proxy or
entered into any other voting  agreement or similar  arrangement  other than one
which has expired or  terminated  prior to the date hereof,  and (b) it has full
power and  capacity to execute,  deliver and perform this  Agreement,  which has
been duly  executed  and  delivered  by,  and  evidences  the valid and  binding
obligation of such Key Shareholder, enforceable in accordance with its terms.

                                    ARTICLE V

                                  MISCELLANEOUS

                  5.1 The parties hereto hereby declare that it is impossible to
measure  in money the  damages  that will  accrue to a party  hereto or to their
heirs, personal representatives or assigns by reason of a failure to perform any
of the  obligations  under  this  Agreement  and  agree  that the  terms of this
Agreement shall be specifically  enforceable.  If any party hereto or his heirs,
personal  representatives  or assigns  institutes  any action or  proceeding  to
specifically  enforce the provisions hereof, any person against whom such action
or  proceeding is brought  hereby waives the claim or defense  therein that such
party or such personal  representative  has an adequate  remedy at law, and such
person  shall not offer in any such  action or  proceeding  the claim or defense
that such remedy at law exists.




                                       3.

<PAGE>



                  5.2 This  Agreement,  and the  rights of the  parties  hereto,
shall be governed by and construed in  accordance  with the laws of the State of
New York as such laws apply to agreements  among New York  residents made and to
be performed entirely within the State of New York.

                  5.3 This  Agreement  may be amended only by an  instrument  in
writing  signed  by the  Company,  AMP and a  majority  in  interest  of the Key
Shareholders.

                  5.4 If any  provision of this  Agreement is held to be invalid
or unenforceable, the validity and enforceability of the remaining provisions of
this Agreement shall not be affected thereby.

                  5.5  This  Agreement  shall  inure  to the  benefit  of and be
binding upon the parties hereto and their respective heirs, successors, assigns,
administrators, executors and other legal representatives.

                  5.6 In the event that subsequent to the date of this Agreement
any shares or other  securities  (other than any shares or securities of another
corporation issued to the Company's  shareholders  pursuant to a plan of merger)
are  issued  on, or in  exchange  for,  any of the Shares by reason of any stock
dividend,   stock   split,   consolidation   of  shares,   reclassification   or
consolidation  involving the Company,  such shares or securities shall be deemed
to be Shares, as the case may be, for purposes of this Agreement.

                  5.7  This   Agreement   may  be   executed   in  one  or  more
counterparts, each of which will be deemed an original but all of which together
shall constitute one and the same agreement.

                  5.8 No waivers of any breach of this Agreement extended by any
party  hereto to any other party shall be construed as a waiver of any rights or
remedies of any other party hereto or with respect to any subsequent breach.

                  5.9 In the  event  that any suit or action  is  instituted  to
enforce any provision in this Agreement,  the prevailing party shall be entitled
to all reasonable  out-of-pocket  costs and expenses of maintaining such suit or
action, including reasonable attorneys' fees.

                  5.10 In the  event  that,  at any time  after the date of this
Agreement,  any further  action is  necessary or desirable in order to carry out
the purposes of this Agreement, the parties hereto agree to take all such lawful
and necessary action.

                  5.11 The Company and AMP each agree to use their best  efforts
to ensure that the rights given to the parties  hereunder are effective and that
the  parties  enjoy  the  benefits  thereof.   Such  actions  include,   without
limitation,  the use of the  Company's  and  AMP's  best  efforts  to cause  the
nomination  and election of the  Directors as provided in Article I. The Company
and AMP will not, by any voluntary action, avoid or seek to avoid the observance
or



                                       4.

<PAGE>



performance of any of the terms to be performed hereunder by the Company or AMP,
but will at all times in good  faith  assist in the  carrying  out of all of the
provisions of this Agreement.

                  5.12  Should  the  provisions  of  this  Voting  Agreement  be
construed to  constitute  the granting of proxies,  such proxies shall be deemed
coupled with an interest  and, to the extent  permitted by law, are  irrevocable
for the term of this Voting Agreement.

                  5.13 The voting of shares  pursuant to this  Voting  Agreement
may be effected in person, by proxy, by written consent,  or in any other manner
permitted by applicable law.





                                       5.

<PAGE>


         IN WITNESS WHEREOF,  the parties hereto have executed this Agreement as
of the date first above written.


COMPANY:

FIBERCORE, INC.,                                     AMP INCORPORATED,
a Nevada corporation                                 a Pennsylvania corporation



By:/s/ Mohd Aslami                               By:/s/ James E. Marley
   --------------------------                       ----------------------------
       Mohd Aslami                                      James E. Marley
       Chief Executive Officer                   Its:   Chairman of the Board
                                                     ---------------------------




KEY SHAREHOLDERS:




/s/ Mohd Aslami
----------------------------
MOHD ASLAMI


/s/ Charles DeLuca
----------------------------
CHARLES DELUCA


/s/ M. Mahmud Awan
----------------------------
DR. M. MAHMUD AWAN






                                VOTING AGREEMENT
                                       6.