Exhibit 10.8



Amendment  No. 1 to the  Employment  Agreement  between the  Registrant  and Leo
Flotron, Effective January 11, 1999.

                          EMPLOYMENT CONTRACT EXTENSION

     This  Agreement   dated  as  of  January  11,  1999,  by  and  between  All
Communications  Corporation  having  its  principal  office at 225 Long  Avenue,
Hillside,  New Jersey,  07205,  hereinafter  referred to as  "Employer"  and Leo
Flotron,  residing at 30 Happy  Valley  Road,  Westerly,  Rhode  Island,  02891,
hereinafter referred to as the "Employee"

     Whereas,  Employer and Employee entered into an Employment  Agreement dated
January  2,  1997 for a term of three  years  ending  December  31,  1999,  (the
"Agreement"); and,

     Whereas,  Employer and Employee desire to extend the term of the Employment
Agreement for an additional one year period to and including  December 31, 2000;
and,

     Whereas the terms of the  Agreement  shall remain in full force and effect,
except that  Employee's  term shall be  extended  to December  31, 2000 with all
references  extended  to that  date and  Employee  shall be  granted  additional
options  to  purchase  300,000  shares  of the  Employer's  common  stock and an
increase in automobile expense reimbursement;

     Now Therefore, in consideration of the mutual promises set forth herein and
for other good and valuable consideration the parties agree as follows:

1.   The provisions of Paragraph 1 of the Agreement are modified to provide that
     the term of Employee's employment is extended to December 31, 2000.

2.   The salary compensation provided in Paragraph 3A for the year 1999 in the
     amount of $124,000.00 shall continue for the extended term.

3.   The  provision of Paragraph 4 C is amended to increase  automobile  expense
     reimbursement to $500.00 per month.

4.   The provisions of Paragraph 9 referring to the Non Compete covenant of the
     Agreement are extended to December 31, 2000.

5.   The  provision of Paragraph 10 A referring to Notice to Employer is amended
     to correct  the  address of  Employer  to 225 Long  Avenue,  Hillside,  New
     Jersey, and to eliminate notice to Robert B. Kroner.

6.   Employer  grants to Employee the option to purchase  300,000  shares of the
     Employer's  common stock.  The option is not part of the  Employer's  Stock
     Option Plan and was approved by the Board of Directors on January 11, 1999.
     The option is for a five-year  term at the closing price on that date.  The
     option  price at the date of  grant  was  $.937.  The  option  vests in two
     installments,  providing the Employee is still  employed by Employer on the
     date of vesting:  150,000 shares on December 31, 1999 and 150,000 shares on
     December 1, 2000.  The option is terminable by the Employer even if vested;
     in the event Employee resigns or is terminated for cause as provided in the
     Agreement.  All options shall immediately vest upon the sale of Employer or
     acquisition of Employer by a third party.

7.   In all other respects the Agreement is hereby  ratified and approved by the
     parties.

     In Witness  Whereof the Employer and Employee have executed this  Extension
Agreement as of the year and date above set forth.


                              ALL COMMUNICATIONS CORPORATION

By:                            /s/  RICHARD REISS
                              -----------------------------------
                                    RICHARD REISS, President

                               /s/  LEO FLOTRON
                              -----------------------------------
                                    LEO FLOTRON