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EXHIBIT 10.3



                                 FIRST AMENDMENT
                                       TO
           NEON COMMUNICATIONS, INC. 2003 DIRECTORS' STOCK OPTION PLAN

         WHEREAS, NEON Communications, Inc. (the "COMPANY") heretofore adopted
the NEON Communications, Inc. 2003 Stock Option Plan (the "PLAN") for the
purposes set forth therein;

         WHEREAS, pursuant to the terms of the Agreement and Plan of Merger,
dated as of July 19, 2004, and the First Amendment to the Agreement and Plan of
Merger, dated October 8, 2004 (together the "MERGER AGREEMENT"), by and between
the Company and Globix Corporation ("GLOBIX"), the Company will merge with and
into a new wholly-owned subsidiary of Globix, and the Company will survive the
merger;

         WHEREAS, pursuant to the terms of the Merger Agreement, all options
outstanding at the effective time of the merger (the "EFFECTIVE TIME") shall be
modified for options to purchase Globix common stock; and

         WHEREAS, the Company has determined that the Plan should be amended to
provide for the issuance of Globix common stock upon exercise of options under
the Plan on or after the Effective Time;

         NOW, THEREFORE, the Plan is hereby amended as follows:

1. Section 1 of the Plan shall be amended to read as follows:

         "Section 1. PURPOSE. The purpose of NEON Communications, Inc. 2003
Directors' Stock Option Plan (as amended from time to time, the "Plan") is to
promote the interests of NEON Communications, Inc., a Delaware corporation (the
"Company"), and any Parent or Subsidiary thereof and the interests of the
Company's stockholders by providing an opportunity for non-employee directors of
the Company or any Parent or Subsidiary thereof to purchase common stock of
Globix Corporation ("Globix"). By encouraging such stock ownership, the Company
seeks to attract, retain and motivate such directors and to encourage them to
devote their best efforts to the business and financial success of the Company.
It is intended that this purpose will be effected by the granting of
"non-qualified stock options" to acquire the common stock of Globix."


2. All references to "Common Stock of the Company" or the "Company's Common
Stock" shall be deemed to refer to the common stock of Globix Corporation and
section 2.4 of the Plan shall be amended to read as follows:

         "2.4 "COMMON STOCK" shall mean the common stock $0.01 par value of
Globix Corporation."

3. Section 13 shall be added to the Plan to read as follows:

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         "Section 13.  Modification of NEON Options.

         Pursuant to the terms of the Agreement and Plan of Merger, dated as of
July 19, 2004, and the First Amendment to the Agreement and Plan of Merger,
dated October 8, 2004 (together the "MERGER AGREEMENT"), by and between the
Company and Globix Corporation ("GLOBIX") as of the "Effective Time" (as defined
in the Merger Agreement) all Options issued under the Plan ,which have not been
exercised as of the Effective Time shall be modified for options to purchase
shares of Globix stock pursuant to the adjustment provisions of Section 7 and
the Merger Agreement. After the Effective Time, no additional Options shall be
issued under the Plan."


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