DEFERRED COMPENSATION AGREEMENT

This  Agreement  confirms the  previously  agreed to terms  concerning  deferred
compensation  between  Trilogy   International,   Inc.  ("Company")  and  Robert
Rowe("Consultant").

Whereas,  Consultant  was retained on December 1, 1998 at an monthly  consulting
fee of $11,250 and

Whereas,  Consultant agreed to defer payment of 100 % of his fees for the period
from  December  1, 1998  through  March,  1999,  and not demand  payment of said
deferred  fees  until  such  time as the  Company  has been  profitable  for two
consecutive  months and then to accept payment of the accrued salary due at that
time in 4 monthly installments pari pasu with all other employees of the Company
that have made like concessions,

The  Company,  therefore,  has agreed to issue to  Consultant  8,667  Options to
purchase  Trilogy   International,   Inc  Common  Stock  @  $.25  per  share  as
consideration for the above fee payment concessions made by Consultant.

AGREED______________________               DATE_____________________________
      Carol Berardi, President
      For: Trilogy International, Inc.
          ("Company")

AGREED_______________________         DATE _____________________________
         Robert Rowe


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