EXHIBIT 10.41

                  2000 EXECUTIVE LONG-TERM STOCK OPTION PLAN
                                       OF
                          TELSCAPE INTERNATIONAL, INC.

                          (Effective January 31, 2000)


 1.  PURPOSE OF THE PLAN.

     This Executive Long-Term Stock Option Plan (this "PLAN") is intended as an
employment incentive, to retain in the employ of Telscape International, Inc.
(the "COMPANY") and any Parent or Subsidiary of the Company (within the meaning
of Section 424(e) or (f) of the Internal Revenue Code of 1986, as amended (the
"CODE")), those executive officers and other key employees of the Company who
are persons of significant training, experience and ability, to attract new
executive-level employees whose services are considered unusually valuable, to
encourage the sense of proprietorship of such persons, and to stimulate the
active interest of such persons in the development and financial success of the
Company. Options granted under this Plan are NOT intended to qualify as
incentive stock options within the meaning of Section 422 of the Code.

 2.  ADMINISTRATION OF THE PLAN.

     The Board of Directors shall appoint and maintain as administrator of this
Plan a Stock Option Committee (the "COMMITTEE"), which may be the Compensation
Committee of the Board of Directors, which shall consist of at least three
members of the Board of Directors. No member of the Committee shall have been
eligible to participate in this Plan or any other plan of the Company or its
affiliates which entitles participants to acquire stock, stock appreciation
rights or stock options of the Company or its affiliates, other than the
Company's Nonemployee Director Stock Option Plan (the "DIRECTOR PLAN"), at any
time within one year prior to appointment. No member of such Committee shall be
eligible to receive stock options under this Plan ("Options") or any other plan
of the Company or its affiliates which entitles participants to acquire stock,
stock appreciation rights or stock options of the Company or its affiliates,
other than the Director Plan, while serving on the Committee. The Committee
shall serve at the pleasure of the Board of Directors. The Committee shall have
full power and authority to designate participants, to determine the terms and
provisions of respective option agreements (which need not be identical) and to
interpret the provisions and supervise the administration of this Plan. All
decisions and selections made by the Committee pursuant to the provisions of
this Plan shall be made by a majority of its members. Any decision reduced to
writing and signed by all of the members shall be fully effective as if it had
been made by a majority at a meeting duly held. The Committee shall have the
authority to grant in its discretion to the holder of an outstanding Option in
exchange for the surrender and cancellation of such Option, a new Option having
a purchase price per share lower than provided in the Option so surrendered and
cancelled and containing such other terms and conditions as the Committee may
prescribe in accordance with the provisions of this Plan. All Options granted
under this Plan are subject to, and may not be exercised before the approval of
this Plan, or any material amendment to this Plan, as set forth in Paragraph 14
of this Plan, ("MATERIAL AMENDMENT"), by the affirmative vote
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of the holders of a majority of the outstanding shares of the Company present,
or represented, and entitled to vote thereon at a meeting duly held or by the
written consent of the holders of at least a majority of the outstanding shares
of the Company; and FURTHER PROVIDED that if such approval is not forthcoming
within one year of the date of adoption of this Plan, or the adoption of a
Material Amendment, all Options granted pursuant to those provisions of this
Plan that have not been properly approved by the holders of shares of the
Company shall be void.

3.   DESIGNATION OF PARTICIPANTS.

     The persons eligible for participation in this Plan as recipients of
Options shall include only executive level employees of the Company or of any
Parent or Subsidiary of the Company. The Directors of the Company shall not be
eligible to participate in this Plan as directors, but Directors otherwise
qualified shall be eligible to participate. An employee who has been granted an
Option hereunder ("OPTIONEE") may be granted an additional Option or Options, if
the Committee shall so determine.

4.   STOCK RESERVED FOR THE PLAN.

     Subject to adjustment as provided in Paragraph 10 hereof, a total of
200,000 shares of Common Stock, par value $.00001 per share ("STOCK"), of the
Company shall be subject to this Plan. The Shares subject to this Plan shall
consist of unissued shares or previously issued shares reacquired and held by
the Company, or any Parent or Subsidiary of the Company, and such number of
shares shall be and is hereby reserved for sale for such purpose. Any of such
shares which may remain unsold and which are not subject to outstanding Options
at the termination of this Plan shall cease to be reserved for the purpose of
this Plan, but until termination of this Plan the Company shall at all times
reserve a sufficient number of shares to meet the requirements of this Plan.
Should any Option expire or be cancelled prior to its exercise in full, the
shares theretofore subject to such Option, to the extent it had not been
exercised, may again be subjected to an Option under this Plan.

5.   OPTION PRICE.

 I. The purchase price of each share subject to a stock option under this Plan
shall be determined by the Committee prior to granting the Option. The Committee
shall set the purchase price for each share subject to a stock option at either
the fair market value of each share on the date the Option is granted, or at
such other price as the Committee in its sole discretion shall determine;
provided, however, that the Option price shall not be less than the fair market
value of such share on the date the Option is granted.

           A. The fair market value of a share on a particular date shall be
      deemed to be (a) in the event the Stock is not listed on a national
      securities exchange or traded in the over-the-counter market, the value
      determined in good faith by the Board of Directors of the Company, which
      determination shall be conclusive, (b) in the event the Stock is listed on
      a national securities exchange, the mean between the highest and lowest
      sales prices per share of the Stock on such exchange on the date,

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      or, if there shall have been no sale on that date, on the last preceding
      date on which such a sale or sales were so reported (the "SALE DATE"), or
      (c) if the Stock is traded in the over-the-counter market, the closing
      sales price for a share of such stock if such price is regularly quoted,
      or, if not so quoted, then the mean between the highest closing bid and
      lowest closing asked price for the Stock as reported by the National
      Association of Securities Dealers NASDAQ System on the Sale Date, or if
      not reported by such system the mean between the closing bid and asked
      price on the Sale Date as quoted by such quotation source as shall be
      designated by the Committee.

6.   OPTION PERIOD.

     Options granted under this Plan shall terminate and be of no force and
effect with respect to any shares not previously taken up by the Optionee upon
the expiration of seven (7) years from the date of granting of each such Option
or such earlier date as the Committee, in its sole discretion, may prescribe.

7.   EXERCISE OF OPTIONS.

I. The Committee, in granting Options hereunder, shall have sole discretion to
determine the terms upon which such Options shall be exercisable; provided,
however, that, except as set forth in the following sentence, no Option granted
pursuant hereto shall become exercisable until at least one (1) year has elapsed
since the date of grant of such Option. Notwithstanding any provision herein to
the contrary, the Committee shall have the discretion to grant Options for up to
100,000 shares (of the shares available pursuant to this Plan) without any
restriction as to the period which is required to elapse prior to exercise.

           A. Options may be exercised only by the Optionee during his lifetime
      or after his death by the person or persons entitled thereto under his
      will or the laws of descent and distribution or pursuant to a qualified
      domestic relations order as defined by the Code or Title I of the Employee
      Retirement Income Security Act, or the rules thereunder.

           B. In the event of the termination of the employment of any Optionee
      for any reason other than death, disability or retirement, Options granted
      to such Optionee may be exercised only with respect to the number of
      shares purchasable at the time of such termination.

           C. In the event of the death or disability of any Optionee following
      the date of grant of an Option hereunder and while such Optionee is in the
      employment of the Company or any Parent or Subsidiary of the Company, and
      while Options granted hereunder are still in force and unexpired under the
      terms of Paragraph 6 hereof, any unmatured installments of any such Option
      shall be accelerated. Such acceleration shall be effective as of the date
      of death. Any such Option outstanding in the name of a deceased Optionee
      shall thereupon be exercisable in full without regard to any installment
      exercise provisions.

           D. In the event the Optionee terminates his employment because of
      retirement under any retirement plan of the Company or of any Parent or
      Subsidiary of the Company while

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      Options granted hereunder are still in force and unexpired under the terms
      of Paragraph 6 hereof, the Committee shall have discretion to permit any
      unmatured installments of the Options to be accelerated as of the date of
      retirement and the Options shall thereupon be exercisable in full without
      regard to any installment exercise provisions.

           E. The purchase price of the shares as to which an Option is
      exercised shall be paid in full at the time of the exercise. Such purchase
      price shall be payable in cash, or at the option of the holder of such
      Option, in Stock theretofore owned by such holder (or any combination of
      cash and such Stock). For purposes of determining the amount, if any, of
      the purchase price satisfied by payment in Stock, such Stock shall be
      valued at its fair market value on the date of exercise in accordance with
      subparagraph (b) of Paragraph 5. Any Stock delivered in satisfaction of
      all or a portion of the purchase price shall be appropriately endorsed for
      transfer and assignment to the Company. No holder of an Option shall be,
      or have any of the rights or privileges of, a stockholder of the Company
      in respect of any shares purchasable upon the exercise of any part of an
      Option unless and until certificates representing such shares shall have
      been issued by the Company to such holders.

     (g) In accordance with applicable law and other restrictions to which the
Company is subject, the Company may, from time to time, but shall have no
obligation to, provide financing to an Optionee for the payment of all or a
portion of the exercise of any Option granted pursuant to this Plan.

8.   RELINQUISHMENT OF OPTIONS; ASSIGNABILITY.

 I. The Committee, in granting Options hereunder, shall have discretion to
determine whether or not Options shall include a right of relinquishment as
hereinafter provided by this Paragraph 8. The Committee shall also have
discretion to determine whether an option agreement evidencing an Option granted
by the Committee shall be amended or supplemented to include such a right of
relinquishment. Neither the Committee nor the Company shall be under any
obligation or incur any liability to any person by reason of the Committee's
refusing to grant or include a right of relinquishment in any Option granted
hereunder or in any option agreement evidencing the same. Subject to the
Committee's determining in any case that the grant by it of a right of
relinquishment is consistent with Paragraph 1 hereof, any Option granted under
this Plan, and the option agreement evidencing such Option, may provide:

          (i) That the Optionee, or his heirs or other legal representatives to
      the extent entitled to exercise the Option under the terms thereof, in
      lieu of purchasing the entire number of shares subject to purchase
      thereunder, shall have the right to relinquish all or any part of the then
      unexercised portion of the Option (to the extent exercisable as provided
      in (iv) hereinbelow) for a number of shares of Stock, for an amount of
      cash or for a combination of Stock and cash, to be determined as follows:

               (A) The written notice of exercise of such right of
            relinquishment, provided for in clause (ii) of this subparagraph
            (a),

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            shall state the percentage, if any, of the Appreciated Value,
            hereinafter defined, which such Optionee elects to receive in cash
            (which percentage is called the "CASH PERCENTAGE"), such Cash
            Percentage to be in increments of 10% of such Appreciated Value to
            100% thereof;

               (B) The number of shares of Stock of the Company, if any,
            issuable pursuant to such relinquishment shall be the number of such
            shares, rounded to the next greater number of full shares, as shall
            be equal to: 100% less the Cash Percentage, times the excess of (1)
            the aggregate current market value of the shares of Stock covered by
            the Option or the portion thereof so relinquished over (2) the
            aggregate purchase price for such shares specified in such Option
            (which excess is called the "APPRECIATED VALUE"), divided by the
            then-current market value per share of such Stock; and

               (C) The amount of cash payable pursuant to such relinquishment
            shall be an amount equal to the Appreciated Value less the aggregate
            current market value of the Stock issued pursuant to such
            relinquishment, if any, which cash shall be paid by the Company
            subject to such conditions as are deemed advisable by the Committee
            to permit compliance by the Company with the withholding provisions
            applicable to employers under the Code (and under any applicable
            State income tax law);

          (ii) That such right of relinquishment may be exercised only upon
      receipt by the Company of a written notice of such relinquishment which
      shall be dated the date of election to make such relinquishment; and that,
      for the purposes of this Plan, such date of election shall be deemed to be
      the date when such notice is sent by registered or certified mail, or when
      receipt is acknowledged by the Company, if mailed by other than registered
      or certified mail or if delivered by hand or by any telegraphic
      communications equipment of the sender or otherwise delivered, which date
      must be no earlier than the third business day following the date of
      public release of the Company's annual and quarterly financial statements
      in accordance with the requirements of Rule 16b-3(c)(1)(ii) of the
      Securities Exchange Act of 1934, as amended ("EXCHANGE ACT") and no later
      than the twelfth business day after such release; provided that, in the
      event the method just described for determining such date of election
      shall not be or remain consistent with provisions of Section 16(b) of the
      Exchange Act or the rules and regulations adopted by the Securities and
      Exchange Commission thereunder, as presently existing or as may be
      hereafter amended, which exempt from the operation of said Section 16(b)
      in whole or in part any such relinquishment transaction, then such date of
      election shall be determined by such other method consistent with said
      Section 16(b) or rules or regulations as the Committee shall in its
      discretion select and apply;

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          (iii) That the "current market value" of a share on a particular date
      shall be deemed to be its fair market value on that date as determined in
      accordance with subparagraph (b) of Paragraph 5; and

          (iv) That the Option, or any portion thereof, may be relinquished only
      to the extent that (A) it is exercisable on the date written notice of
      relinquishment is received by the Company and (B) the Committee, subject
      to the provisions of subparagraph (b) of this Paragraph 8, shall consent
      to the election of the holder of such Option to relinquish such Option as
      set forth in such written notice of relinquishment, and (C) the holder of
      such Option pays, or makes provision satisfactory to the Company for the
      payment of, any taxes which the Company is obligated to collect with
      respect to such relinquishment.

           A. The Committee shall have sole discretion to consent to or
      disapprove any election of a holder of an Option to relinquish such Option
      for Stock and cash as provided in subparagraph (a) of this Paragraph 8.
      Neither the Committee nor the Company shall be under any liability to any
      person by reason of the Committee's disapproval of any election pursuant
      to this subparagraph (b).

           B. The Committee, in granting Options hereunder, shall have
      discretion to determine the terms upon which such Options shall be
      relinquishable, subject to the applicable provisions of this Plan, and
      including such provisions as are deemed advisable to permit the exemption
      from the operation from Section 16(b) of the Exchange Act in whole or in
      part of any such transaction involving such relinquishment, and Options
      outstanding, and option agreements evidencing such Options, may be
      amended, if necessary, to permit such exemption. If an Option is
      relinquished, such Option shall be deemed to have been exercised to the
      extent of the number of shares of Stock covered by the Option or part
      thereof which is relinquished, and no further Options may be granted
      covering such shares of Stock.

           C. Neither any Option nor any right to relinquish the same to the
      Company as contemplated by this Paragraph 8 shall be assignable or
      otherwise transferable except by will or the laws of descent and
      distribution or pursuant to a qualified domestic relations order as
      defined by the Code or Title I of the Employee Retirement Income Security
      Act, or the rules thereunder.

           D. No right of relinquishment may be exercised within the first six
      months of the date of grant of such right; provided, however, that this
      limitation shall not apply in the event of death or disability.

9.   CHANGE OF CONTROL

          (a)  Each of the following occurrences constitutes a "Change of
      Control":

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            (i) any plan of merger, share exchange or consolidation or
      reorganization, as a result of which the holders of the outstanding voting
      stock of the Company as a group would receive less than 50% of the
      outstanding voting stock of the surviving, resulting or acquiring
      corporation;

            (ii) any  liquidation  or the approval of the  dissolution  of the
      Company;

            (iii) the sale or transfer to an entity which is not, as of the date
      of grant of an Option hereunder, a parent or subsidiary of the Company, of
      all or substantially all of the assets of the Company, other than as
      security for obligations of the Company;

            (iv) the direct or indirect acquisition by any person or entity,
      through or in concert with one or more persons or entities, of 25% or more
      of the Company's outstanding voting stock (excluding acquisitions by any
      member of the Board of Directors of the Company as of the date of grant of
      an Option hereunder);

            (v) the ceasing for any reason, of the persons who constitute the
      Board of Directors of the Company as of the date of grant of an Option
      hereunder (the "Incumbent Board") to constitute at least 50% of the
      members of the Board, provided that any person becoming a director after
      the date of grant of an Option hereunder whose election or nomination for
      election was approved by a majority of the directors comprising the
      Incumbent Board shall be considered a member of the Incumbent Board.

           (b) In the event of either (i) a Change of Control on or after the
      first anniversary of any Optionee's date of hire by the Company, or (ii) a
      Change of Control before the first anniversary of such date of hire which
      is followed by a material detrimental change within 12 months after such
      Change in Control in such Optionee's job responsibilities (including,
      without limitation, demotion or termination) then the unexercised portion
      of the Options will be fully vested and immediately exercisable, and will
      remain exercisable until the Optionee shall have had at least six (6)
      months to so exercise such Options beginning on the later of the date upon
      which the Optionee receives notice of the occurrence of such event(s) or
      the date upon which such event(s) occurs, after which six (6)-month period
      the Option will terminate immediately as to any portion thereof not
      exercised, provided, however, that nothing herein shall extend any Option
      granted hereunder past the termination date specified in Paragraph 6
      hereof.

           (c) In the event of a Change of Control and if the Optionee elects to
      exercise the Option, the Optionee will have the right in connection with
      the closing of such event to receive the number and class of shares of
      stock or other securities or any other property to which the terms of the
      agreement of merger, consolidation, share exchange or other reorganization
      would entitle the Optionee to receive, if, at the time of the merger,
      consolidation, share exchange or other reorganization, the Optionee had
      been a holder of record of the number of shares which the Optionee
      received upon the exercise of the Option.

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10.  CAPITAL CHANGE OF THE COMPANY; CERTAIN CORPORATE TRANSACTIONS.

I. The existence of this Plan and Options granted hereunder shall not affect in
any way the right or power of the Company or its stockholders to make or
authorize any or all adjustments, recapitalizations, reorganizations or other
changes in the Company's capital structure or its business, or any merger or
consolidation of the Company, or any issue of bonds, debentures, preferred or
prior preference stocks ahead of or affecting the Company's Common Stock or the
rights thereof, or the dissolution or liquidation of the Company, or any sale or
transfer of all or any part of its assets or business, or any other corporate
act or proceeding, whether of a similar character or otherwise.

           A. The shares with respect to which Options may be granted hereunder
      are shares of the Stock of the Company as presently constituted. If, and
      whenever, prior to the delivery by the Company of all of the shares of the
      Stock which are subject to Options granted hereunder, the Company shall
      effect a subdivision or consolidation of shares or other capital
      readjustment, the payment of a stock dividend, a stock split, combination
      of shares or recapitalization or other increase or reduction of the number
      of shares of the Stock outstanding without receiving compensation therefor
      in money, services or property, the number of shares of Stock available
      under this Plan and the number of shares of Stock with respect to which
      Options granted hereunder may thereafter be exercised shall (i) in the
      event of an increase in the number of outstanding shares, be
      proportionately increased, and the cash consideration payable per share
      shall be proportionately reduced; and (ii) in the event of a reduction in
      the number of outstanding shares, be proportionately reduced, and the cash
      consideration payable per share shall be proportionately increased.

           B. If the Company is reorganized, or merged or consolidated or party
      to a plan of exchange with another corporation or other entity pursuant to
      which reorganization, merger, consolidation or plan of exchange
      stockholders of the Company receive any shares of Stock or other
      securities or if the Company shall distribute ("SPIN OFF") securities of
      another corporation or other entity to its stockholders, there shall be
      substituted for the shares subject to the unexercised portion of
      outstanding Options an appropriate number of shares of (i) each class of
      stock or other securities which were distributed to the stockholders of
      the Company in respect of such shares in the case of a reorganization,
      merger, consolidation or plan of exchange, or (ii) in the case of a Spin
      Off, the securities distributed to stockholders of the Company together
      with shares of Stock; provided, however, that all such Options may be
      cancelled by the Company as of the effective date of (x) a reorganization,
      merger, consolidation, plan of exchange or Spin Off or (y) any dissolution
      or liquidation of the Company, by giving notice to each holder thereof or
      his personal representative of its intention to do so and by permitting
      the purchase for a period of approximately thirty days during the sixty
      days next preceding such effective date of all of the shares subject to
      such outstanding Options, without regard to the installment provisions set
      forth in the option agreement.

           C. Except as hereinbefore expressly provided, the issuance by the
      Company of shares of stock of any class, or securities convertible into
      shares of stock of any class, for cash or property, or for labor or
      services, either upon direct sale or upon the exercise of rights or
      warrants to subscribe therefor, or upon conversion of shares or
      obligations of the Company convertible into such shares or other
      securities, shall not affect, and no adjustment by reason thereof shall be
      made with respect to, the number of shares of Stock subject to Options
      granted hereunder.

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11.  PURCHASE FOR INVESTMENT.

     Unless the Options and shares covered by this Plan have been registered
under the Securities Act of 1933, as amended, or the Company has determined that
such registration is unnecessary, each person exercising an Option under this
Plan may be required by the Company to give a representation in writing that he
is acquiring such shares for his own account for investment and not with a view
to, or for sale in connection with, the distribution of any part thereof.

12.  TAXES.

     The Company may make such provisions as it may deem appropriate for the
withholding of any taxes which it determines is required in connection with any
Options granted under this Plan.

13.  EFFECTIVE DATE OF PLAN.

     This Plan shall be effective as of January 31, 2000. This Plan and any
options granted pursuant hereto shall be subject to the approval of the
stockholders of the Company in accordance with the provisions of Rule 16b-3 and
the applicable rules and regulations of the National Securities Dealers
Association, Inc., or any national exchange which are applicable to the Stock of
the Company.

14.  AMENDMENTS OR TERMINATION.

     The Board of Directors may amend, alter or discontinue this Plan, except
that no amendment or alteration shall be made which would impair the rights of
any Optionee under any Option theretofore granted, without his consent, and
except that no amendment or alteration shall be made which, without the approval
of the stockholders, would:

 I. Increase the total number of shares reserved for the purposes of this Plan,
except as is provided in Paragraph 9 of this Plan, or decrease the option price
provided for in Paragraph 5, or change the class of employees eligible to
participate in this Plan as provided in Paragraph 3; or

           A.  Extend the option period provided for in Paragraph 6; or

           B.  Materially  increase the  benefits  accruing to Optionees
      under this Plan; or

          (d)  Materially  modify the requirements as to eligibility for
      participation in this Plan.

15.  HOLDING PERIOD.

     The Options and all underlying shares granted pursuant to the terms of this
Plan may not be transferred, assigned or otherwise disposed of for six months
and one day following the respective date of grant for each such Option. The
exercise of such Options shall not be deemed a disposition for the purpose of
this paragraph.

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16.  GOVERNMENT REGULATIONS.

     This Plan, and the granting and exercising of Options thereunder, and the
obligation of the Company to sell and deliver shares under such Options, shall
be subject to all applicable laws, rules and regulations, and to such approvals
by any governmental agencies or national securities exchanges as may be
required.

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