Exhibit No. 10.19

Amendment No. 1 to Agreement And Plan of Merger between All  Communications  and
View Tech, Inc.

                               AMENDMENT NO. 1 TO
                          AGREEMENT AND PLAN OF MERGER

     THIS AMENDMENT NO.1 TO AGREEMENT AND PLAN OF MERGER (this  "Amendment")  is
made and entered into as of February 29, 2000, by and between All Communications
Corporation,  a New Jersey  corporation  ("ACC") and View Tech, Inc., a Delaware
corporation ("VTI").

                              W I T N E S S E T H:

     WHEREAS,  ACC and VTI have entered into that certain  Agreement and Plan of
Merger dated as of December 27, 1999 (the "Merger Agreement")  providing for the
merger of ACC with and into VTI (the "Merger") upon the terms and subject to the
conditions set forth therein; and

     WHEREAS,  ACC and VTI  have  reinstated  and  reaffirmed  that  the  Merger
Agreement is in full force and effect; and

     WHEREAS,  ACC and VTI  desire to adjust  certain of the terms of the Merger
Agreement.

     NOW,  THEREFORE,  in consideration of the mutual covenants and undertakings
contained  herein,  and subject to, and on the terms and  conditions  herein set
forth, the parties hereto agree as follows:

     1. Final Termination  Date. The definition of "Final  Termination Date" set
forth in Article I of the Merger  Agreement  is  amended  by  deleting  the date
"February 29, 2000" and  substituting  therefor the  following  "April 30, 2000;
provided,  however,  that the Final  Termination  Date shall be 5:00 PM New York
City time on March 6, 2000 if VTI has not received at least  $2,000,000 in gross
proceeds from the exercise of outstanding  warrants to purchase VTI Common Stock
on or before March 6, 2000"

     2.  Extension of Escrow  Period.  The period  during which the Escrow Agent
shall hold the Escrow  Shares under the Escrow  Agreement  shall be increased to
eighteen  months  and  Section  3.5(b) of the  Merger  Agreement  is  amended by
deleting  the number  "twelve" in the third  sentence  thereof and  substituting
therefor the number "eighteen."

     3.  Extension of Closing  Date.  The Closing or Closing Date referred to in
Section 3.8 of the Merger Agreement shall occur no later than April 30, 2000 and
Section 3.8 of the Merger  Agreement is amended by deleting  the date  "February
29, 2000" and  substituting  therefor the following  "April 30, 2000;  provided,
however, that VTI and ACC may, by mutual written consent, extend such date"

     4. Removal of Certain  Conditions to Obligations of ACC.  Section 7.3(g) of
the Merger Agreement relating to a private placement of not less than $4,000,000
of equity  securities  of the  Surviving  Corporation  as a  condition  of ACC's
obligation  to  consummate  the  transactions   contemplated  under  the  Merger
Agreement is hereby deleted in its entirety.

     5. VTI Indemnification Obligations. VTI's indemnification obligations under
Section 9.2(a) of the Merger  Agreement shall be extended to cover certain risks
in  connection  with VTI's  sale of  USTelecenters,  Inc.  and  Vermont  Network
Services  Corporation  to OC Mergerco  4, Inc. on February  18, 2000 and Section
9.2(a) is hereby amended to read in its entirety as follows:

     "(a) VTI hereby agrees to indemnify ACC, its  successors  and assigns,  and
the officers, directors,  affiliates,  employees, controlling persons and agents
of the foregoing (collectively, the "ACC Indemnified Persons"), and hold each of
them harmless against and in respect of any and all debts, obligations and other
liabilities  (whether  absolute,  accrued,  contingent,  fixed or otherwise,  or
whether  known or  unknown,  or due or to  become  due or  otherwise),  monetary
damages, fines, fees, penalties, interest obligations,  deficiencies, losses and
expenses  (including without  limitation  amounts paid in settlement,  interest,
court  costs,   costs  of   investigators,   fees  and  expenses  of  attorneys,
accountants,  financial  advisors  and  other  experts,  and other  expenses  of
litigation)  (collectively,  "Damages")  incurred  or suffered by any of them by
reason of (i) a breach of any of the representations


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or warranties made by VTI in this Agreement;  (ii) the  nonperformance  (whether
partial or total) of any covenants or agreements  made by VTI in this Agreement;
(iii) the value of the Pentastar  Communications,  Inc. stock received by VTI in
connection  with the sale of  USTelecenters,  Inc.  ("UST") and Vermont  Network
Services  Corporation ("VNSC") to OC Mergerco 4, Inc. ("OCM") under that certain
Asset Purchase  Agreement dated as of December 31, 1999 among UST, VNSC, OCM and
VTI (the  "UST/VNSC  Purchase  Agreement")  being  less than One  Hundred  Fifty
Thousand Dollars ($150,000.00) at the Termination Date (as defined in the Escrow
Agreement  (based upon the trading  price for the five day period  ending on the
Termination Date); and (iv) any payments by VTI (or Wire One upon closing of the
Merger Agreement) with respect to any of the Excluded  Liabilities (as set forth
under Section 2.3 of the UST/VNSC Purchase Agreement;  provided,  however,  that
VTI shall not have any liability under any of the foregoing clauses (i) and (ii)
unless the aggregate of all Damages  relating  thereto for which VTI would,  but
for this  proviso,  be liable  exceeds on a cumulative  basis an amount equal to
$50,000; and provided,  further,  that for purposes of determining the amount of
Damages  under said  clauses for the breach of any  representation,  warranty or
covenant  in  this  Agreement  that  contains  a  materiality  qualifier,   such
representation,  warranty or covenant shall be deemed breached where the Damages
relating  thereto,  individually  or in the aggregate,  are in excess of $20,000
(which  Damages,  once  such  $20,000  threshold  has been  surpassed,  shall be
included in full in determining  whether the aggregate amount of Damages exceeds
the $50,000 amount set forth in the next preceding proviso)."

     6.  Miscellaneous.  Capitalized  terms not  defined  herein  shall have the
meanings  given to such  terms in the  Merger  Agreement.  Except  as  expressly
modified  hereby,  the Merger  Agreement and the other  agreements  entered into
thereunder or contemplated thereby shall continue in full force and effect. This
Agreement may be executed in any number of counterparts and by different parties
hereto in separate counterparts,  each of which when so executed shall be deemed
to be an original and all of which taken together  shall  constitute one and the
same agreement. This Agreement shall be deemed to be made in and in all respects
shall be interpreted,  construed and governed by and in accordance with the laws
of the State of Delaware  without  giving  effect to any choice of law rule that
would  cause the  application  of the laws of any  jurisdiction  other  than the
internal laws of the State of Delaware to the rights and duties of the parties.

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

                                              ALL COMMUNICATIONS CORPORATION


                                              By: /S/ RICHARD REISS
                                                  ------------------------------
                                                  Name: RICHARD REISS
                                                  Title: PRESIDENT

                                              VIEW TECH, INC.


                                              By: /S/ S. DOUGLAS HOPKINS
                                                  ------------------------------
                                                  Name: S. DOUGLAS HOPKINS
                                                  Title: CHIEF EXECUTIVE OFFICER

                                              By: /S/ DAVID MILLET
                                                  ------------------------------
                                                  Name: DAVID MILLET
                                                  Title: Director


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