ROYLE                                                                   EXH10-29


                      COOPERATION AGREEMENT BY AND BETWEEN:

John Royle & Sons (Royle), 1000 Cannonball Road, Pompton Lakes, New Jersey 07442
and, FiberCore Inc., 174 Charlton Road, P.O. Box 206, Sturbridge,  Massachusetts
01566;

WHEREAS,  Royle is a stockholder in FiberCore and Royle's  principal  owner is a
director of  FiberCore,  the parties  have agreed that it is necessary to define
and agree on the terms of all business dealings between the parties.

THEREFORE,  Royle and FiberCore have agreed to cooperate and to compensate  each
other in accordance with the articles of this agreement.

                                    Article 1

                   FiberCore Purchase of Equipment from Royle
                      Not for Sale to Third Parties or JVs

Royle agrees to provide a very favorable purchase price for FiberCore's  initial
order of a quantity of draw towers.  The discount will be negotiated  and agreed
between the parties.

Subsequent  FiberCore purchases of Royle manufactured  equipment will be sold by
Royle at market prices reduced by 10%.

                                    Article 2

                      Sale of Draw Towers to Third Parties

Royle  agrees to pay  FiberCore a 5% royalty on the selling  price of fiber draw
towers that are sold to third parties as compensation to FiberCore for provision
of  proprietary  designs and process  information  for  conveying to third party
purchasers. FiberCore will be obligated to provide technology updates.

Royalty payments will only be required for sales of draw towers made within five
years of the date of this agreement.

                                    Article 3

                      Fiber and Fiber Cable Joint Ventures

FiberCore  agrees  that Royle will have the right to enter into fiber  cable JVs
that commence with the fiber  coloring  operation and that FiberCore must obtain
Royle's agreement before consummating a JV for the same purpose.


<PAGE>




Royle agrees that  FiberCore will have the right to enter into preform and fiber
JVs and that Royle must obtain  FiberCore's  agreement before  consummating a JV
for the same purpose.

                                    Article 4

                           Payment of Fees/Commissions

Royle  agrees  to pay  FiberCore  a  commission  on  equipment  sales  that  are
consummated  as a result of  FiberCore's  initiation of inquiry.  The commission
amount could vary from 1% to 5%,  depending  upon  FiberCore's  involvement as a
finder, negotiator, or enabler of the transaction, but must be discussed case by
case.

FiberCore agrees to pay Royle a commission for the sale of FiberCore  technology
or products.  The  commission  amount could vary from 1% to 5%,  depending  upon
Royle's involvement as a finder, negotiator, or enabler of the transaction,  but
must be discussed case by case.

Each party agrees to pay a fee to the other party for acting as the intermediary
for  initiating,  negotiating,  and  facilitating  a fiber or fiber  cable joint
venture. The amount of the fee must be discussed case by case.

                                    Article 5

                       Confidentiality and Non-Disclosure

The  parties  agree  to be  bound  by  the  Confidentiality  and  Non-Disclosure
Agreement, Appendix 1 attached hereto.

                                    Article 6

                Non-Competition in Fiber and Fiber Cable Products

The parties agree that they will not compete in the marketplace in each other' s
product lines .

FiberCore' s product lines are defined as technology  and products of operations
prior to fiber coloring.

Royle's  product  lines are defined as technology  and equipment for  operations
including and subsequent to fiber coloring.

                                    Article 7

                                   Arbitration

This  agreement  shall be governed by and  construed by the laws of the State of
Vermont.


<PAGE>




The parties agree that any disputes will  initially be discussed in an effort to
reach amicable  settlement.  In the event this fails the parties agree to settle
disputes by  arbitration  whereby  each party would select an  arbitrator  and a
third arbitrator would be selected by agreement between the parties.

                                    Article 8

                                     Notices

This  agreement  may be  modified  only by written  instrument  executed by both
parties.

All  notices  and  reports  pursuant  to  this  agreement  shall  be sent to the
addresses  defined in this agreement.  Any change in the address of either party
must be notified to the other party.

                                    Article 9

                                    Validity

This agreement is the only agreement that exists between the parties.

This  agreement will remain valid from the date of signing by both parties for a
period of five years.

___/s/_____________________                  ___/s/_______________________
Mohd A. Aslami, President                    John C. Ramsey, President
FiberCore, Inc.                              John Royle & Sons

Date:  6/17/94                                        Date:  6/17/94


<PAGE>



                                   APPENDIX 1

                  Confidentiality and Non-Disclosure Agreement

The parties will transfer to each other  documents that may include,  but not be
limited to, know-how, specifications,  drawings, engineering data, business plan
and strategy, and customer lists and shall be considered confidential. The party
receiving  the  information  must  retain it in  confidence  and assure that its
employees,  affiliates,  subsidiaries,  and  subcontractors are obligated to the
following terms and conditions:

1.       The  party  receiving  information  agrees  to keep  confidential  such
         information   disclosed  by  the  other  party  hereto  which  was  not
         previously known to the recipient,  or to the general public, or in the
         public domain prior to such disclosure.

2.       Recipient  agrees to maintain this disclosed  information in confidence
         until such  confidential  information shall have been made public by an
         act of a party other than or unrelated to recipient, or until recipient
         receives  such  information  from a third party  without  knowledge  to
         recipient of any breach of confidence with disclosure, or until passage
         of five  years from the date such  disclosure  is  received,  whichever
         shall first occur.

3.       The parties  hereto  agree  that,  except for  purposes of  evaluation,
         neither  party  will  directly  nor  indirectly  disclose  to any other
         person, firm, or corporation, or utilize the other's information, which
         is considered  confidential  hereunder,  in its business  without first
         obtaining written permission from the other party.

4.       Upon request, the recipient agrees to promptly deliver to the discloser
         all  materials  obtained  from or on behalf of the discloser in any way
         relating  to  the  discloser's  confidential  information.   Recipient,
         however,  may retain a copy of such materials in its confidential files
         for record purposes only.

5.       No right or license whatsoever, either expressed or implied, is granted
         to either party  pursuant to this  agreement  under any patent,  patent
         application,  or other  proprietary  right  now or  hereafter  owned or
         controlled by the other party.


<PAGE>



                      AMENDMENT 1 TO COOPERATION AGREEMENT

                              EXECUTE JUNE 17, 1995


1.       Article  4 of the  existing  Cooperation  Agreement  of June  17,  1994
         between  FiberCore  and Royle  granting  each  party the right to sales
         commissions  for sale of products and/or services of the other party to
         joint ventures and unrelated parties is to be voided. Henceforth,  none
         of the parties will be entitled to sales  commissions from any other of
         the parties for the sale of equipment, fiber, preform, or services.

2.       MEFC and FOI  obligations  precede this  termination  and settlement of
         commissions  for these ventures will be negotiated by Ramsey and Aslami
         on behalf of Royle and FiberCore.

3.       None of the  parties,  nor any related  entities,  shall be entitled to
         finders fees for bringing in potential joint venture partners.

4.       As the preceding  resolutions  remove all financial  incentives for any
         party to prefer on potential  joint venture  partner over another,  the
         parties will consolidate and coordinate all joint venture  negotiations
         in the fiber and fiber  cable  fields,  and  institute  a thorough  due
         diligence  procedure for determining  the most desirable  partner(s) in
         each market.

5.       Each party retains sole authority for negotiating  prices,  terms,  and
         conditions  of its own  product  and  service  offerings  to any  joint
         venture.  Initial  offerings  by either  party to a potential  partner,
         whether in the form of a model business plan or draft agreement will be
         based on standard price quotations from the respective  parties.  It is
         the intent of the parties that each will  directly  participate  in any
         formal negotiations for final terms of joint ventures.

6.       Equity participation of any of the parties in any joint venture will be
         solely at the discretion of that party. Equity participation will be on
         real cash or cash equivalent  basis. Cash equivalents are selling price
         discounts from market levels on products and services,  or increases in
         the  level  of  products  or  services  without   corresponding   price
         increases.  Each party will negotiate its own contribution to any joint
         venture with the other joint venture partners.

         --------------------------------   -------------------------------
         Mohd A. Aslami, President                   John C. Ramsey, President
         FiberCore, Inc.                             John Royle & Sons