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                                                                     Exhibit 4.9

                                   AGREEMENT
                                   ---------

          This Agreement is made and entered into as of July 1, 1996, by and
between SecurFone America, Inc. ("SecurFone") and Steven L. Wasserman
("Wasserman").

          In consideration of the mutual promises herein contained the parties
hereby agree as follows:

          1.  SecurFone engages the services of Wasserman to serve as Secretary
of SecurFone through December 1997. Wasserman will be responsible for
maintaining the corporate records of SecurFone including preparation of
minutes for Board and Executive Committee meetings.

          2. SecurFone agrees to compensate Wasserman for his services as
Secretary by issuing 10,000 shares of common stock of SecurFone at such time as
SecurFone is a publicly-traded corporation. SecurFone shall pay all expenses
associated with the registration and issuance of such shares. SecurFone makes
no representation as to the market value or marketability of the common stock
issued as compensation hereunder.

          3. SecurFone agrees to pay or reimburse Wasserman for reasonable
travel and entertainment expenses required during the term hereof and in
fulfillment of the secretarial responsibilities described herein.

          4. This Agreement shall be governed by the laws of the State of
Delaware.



                                 SECURFONE, AMERICA, INC.

                                 By: /s/ Michael R. Lee
                                    ----------------------------------
                                 Its: Treasurer
                                     ---------------------------------
                                                        
                                     
                                 /s/ Steven L. Wasserman     
                                 ----------------------------------
                                 STEVEN L. WASSERMAN