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                                                                  EXHIBIT 10.76

                                 PROMISSORY NOTE


$56,017,698.87                                                   April 12, 2000


                  FOR VALUE RECEIVED on February 3, 2000 (the "Effective Date"),
the undersigned, STAR TELECOMMUNICATIONS, INC., with its chief executive offices
located at 223 East De La Guerra, Santa Barbara, California, 93101, a Delaware
corporation (together with its successors and assigns, the "Maker"), promises to
pay to the order of MCI WORLDCOM NETWORK SERVICES, INC., with offices located at
6929 N. Lakewood Avenue, Mail Drop 5.2- 510, Tulsa, Oklahoma 74117 ("Holder"),
the principal sum of FIFTY-SIX MILLION, SEVENTEEN THOUSAND, SIX HUNDRED AND
NINETY-EIGHT AND 87/100 DOLLARS ($56,017,698.87), together with interest on the
unpaid principal amount of this Note from the Effective Date, accruing at a rate
of sixteen percent (16%) PER ANNUM, based on a year of 365 or 366 days, as the
case may be, and actual days elapsed, on or before the earlier to occur of (such
date being referred to herein as the ("Maturity Date"): (a) termination of the
Agreement and Plan of Merger dated February 11, 2000, by and between the Maker,
STI Merger Co. and World Access, Inc. (the "Merger Agreement"); (b) consummation
of the merger transaction contemplated by the Merger Agreement; or (c) August 1,
2000, without notice, demand or presentment. Notwithstanding any provision in
this Note to the contrary, upon an Event of Default, as defined below, interest
on the outstanding obligations evidenced hereby shall accrue at the rate of
eighteen percent (18%) PER ANNUM.

                  Maker shall be permitted to make voluntary prepayments of
principal under this Note, without penalty on any such payment date. The
acceptance by Holder of any payment hereunder that is less than payment in full
of all amounts due and payable at the time of such payment shall not constitute
a waiver of the right to exercise any of Holder's rights and remedies hereunder
at that time, or at any subsequent time, or nullify any prior exercise of any
such right or remedy without the express written consent of Holder.

                  All payments and prepayments to be made in respect of
principal, interest or other amounts due from the Maker under this Note shall be
payable on or before 12:00 noon, Tulsa time, on the day when due, and shall be
payable to Holder at the address set forth above for Holder, and directed to the
attention of Robert S. Vetera, Vice President of Corporate Credit, or at such
other place as Holder may designate in writing, in lawful money of the United
States of America in immediately available funds without setoff, counterclaim or
other deduction of any nature. The Maker expressly waives presentment, demand,
notice, protest and all other demands and notices in connection with the
delivery, acceptance, performance, default or enforcement of this Note, and an
action for any amounts due and unpaid shall therefore accrue immediately.

                  If any payment of principal or interest under this Note
becomes due on a day which is a Saturday, Sunday or other day on which lending
institutions are authorized or obligated to close in Tulsa, Oklahoma, such
payment shall be made on the next following business day on which such

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lending institutions are open for business and such extension of time will be
included in computing interest in connection with such payment.

                  All notices and other communications required or permitted to
be made to the Maker or Holder, as the case may be, hereunder shall be made in
writing and will be deemed delivered when received by the other party by
messenger, telex, telecopier, overnight courier, or mail, which notice shall be
delivered to the respective addresses of Maker and Holder, as the case may be,
set forth in the Workout Agreement of even date herewith by and between Maker
and Holder (the "Workout Agreement"), or such other address as each party may
notify the other party in writing from time to time.

                  Upon the occurrence of any one of the following events (each
an "Event of Default"), the entire principal amount outstanding hereunder
together with accrued interest, shall (i) at the option of Holder in the case of
the "Events of Default" set forth in (a) through (c), below, or (ii) without the
necessity for any demand, notice or action by Holder in the case of the "Events
of Default" set forth in (d) through (f), below, become immediately due and
payable in full and Holder may, without further delay, undertake any one or more
of the actions and become entitled to any of the remedies specified in this Note
or any other WorldCom Document, as defined below, or which are otherwise
available at law or in equity:

                  (a) Failure of Maker to pay any installment of principal
or interest or any other sum on the date when it is due under this Note; or

                  (b) Maker fails to perform or observe any of its other
covenants or agreements under this Note, the Workout Agreement, or any of the
WorldCom Documents, as defined in the Workout Agreement, or otherwise fails to
perform or observe any of its covenants or agreements under any agreement,
contract, instrument, note, and any amendments, extensions, renewals or
replacements to or of any of the foregoing, whether presently existing or
hereafter arising, and such default continues beyond any applicable grace,
waiver or cure period set forth therein, if any; or

                  (c) Any representation or warranty made by the Maker pursuant
to this Note or any other WorldCom Document shall prove to have been false or
misleading in any material respect as of the time when made; or

                  (d) If Maker, or any guarantor or surety of the obligations
evidenced by this Note, shall make a general assignment for the benefit of its
respective creditors, or shall admit in writing its inability to pay its debts
as they become due, or shall file a petition in bankruptcy, or shall be
adjudicated bankrupt or insolvent, or shall file a petition seeking any relief
under any present or future statute, law or regulation relating to bankruptcy or
insolvency or shall file an answer admitting or not contesting the material
allegations of a petition filed against it in any such proceeding or shall seek
or consent to or acquiesce in the appointment of any trustee or receiver of
itself or any material part of its respective properties; or

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                  (e) If any proceeding against Maker seeking any relief under
any present or future statute, law or regulation relating to bankruptcy or
insolvency shall have been filed or shall be prosecuted or if an appointment
shall have been made without the consent or acquiescence of Maker or of any
material part of their respective properties and such appointment shall not have
been vacated; or

                  (f) A writ or warrant of attachment, garnishment, execution,
distraint or similar process shall have been issued against Maker or any of its
properties involving a sum in excess of $50,000 which shall have remained
undischarged or unstayed for a period of thirty (30) days.

                  If an Event of Default occurs, then, Maker agrees to indemnify
and hold Holder harmless from any and all reasonable fees and expenses of
Holder's attorneys, accountants, appraisers, consultants, engineers and other
professional, paraprofessional or non-professional fees and expenses incurred by
Holder in collecting the obligations evidenced hereby, or in protecting or
otherwise enforcing any of its rights under this Note or any of the other
WorldCom Documents, or in the prosecution or defense of any action related to
this Note or any of the WorldCom Documents, or the preservation, maintenance,
disposition or liquidation of any collateral securing the Maker's obligations
evidenced by this Note, or any portion thereof.

                  The exercise of any remedy hereunder or under any other
WorldCom Document shall not be construed as a waiver by Holder of any remedy
available to Holder under any other agreement, document, or applicable law.
Holder hereby expressly reserves all of its rights under applicable law.

                  In the event the rate of interest provided for in this Note is
finally determined by any government or political subdivision or any agency,
authority, bureau, central bank, commission, department or instrumentality of
either, or any court, tribunal, grand jury or arbitrator, in each case whether
foreign or domestic (each as "Official Body"), to exceed the maximum rate of
interest permitted by applicable usury or similar law (including common law),
constitution, statute, treaty, regulation, rule, ordinance, order, injunction,
writ, decree or award of any Official Body ("Law"), their or its application
will be suspended and there will be charged instead the maximum rate of interest
permitted by such Laws. Interest at the rates applicable to the Note as set
forth herein shall continue to accrue on any judgment entered on this Note until
the judgment together with interest and costs has been paid in full.

                  This Note is governed by, and will be construed and enforced
in accordance with, the laws of the State of Oklahoma without regard to
principles of conflicts of law in the State of Oklahoma. The Maker consents to
the exclusive jurisdiction and venue of the Federal and State courts located in
Tulsa, Oklahoma with respect to any suit arising out of, relating to, or
mentioning this Note. The terms of this Note shall be binding upon and inure to
the benefit of the successors and assigns of Holder, and shall not be assignable
by Maker, unless Holder has provided its prior, written consent to such
assignment.

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EACH OF MAKER AND HOLDER EXPRESSLY, KNOWINGLY AND VOLUNTARILY WAIVES ALL BENEFIT
AND ADVANTAGE OF ANY RIGHT TO A TRIAL BY JURY, AND NEITHER WILL AT ANY TIME
INSIST UPON, OR PLEAD OR IN ANY MANNER WHATSOEVER CLAIM OR TAKE THE BENEFIT OR
ADVANTAGE OF A TRIAL BY JURY IN ANY ACTION ARISING IN CONNECTION HEREWITH OR THE
OTHER WORLDCOM DOCUMENTS.

INITIAL:

____  MAKER


____  HOLDER




                  IN WITNESS WHEREOF, and intending to be legally bound, the
Maker has executed, issued and delivered this Workout Note as of the day and
year first above written, effective as of February 3, 2000.



ATTEST:

By:      _______________________
Name:    _______________________
Title:   _______________________

STAR TELECOMMUNICATIONS, INC.

By:      _______________________
Name:    _______________________
Title:   _______________________