Wireless Webconnect Inc Watch

from 10-Q/A ~5 pages Material contract

from 10-Q/A 1 page <page> Amendment to Stock Purchase Agreeement Effective June 1, 2000, the Stock Purchase Agreement, Dated as of March 10, 2000 Between Intellicall, Inc. ("Seller") and Gotthardfin Limited ("Purchaser") Is Amended to Read as Follows: Further Agreements. (C) During the Period Commencing on the Closing Date and Ending on the One-Year Anniversary of the Closing Date (The "Option Period"), Purchaser Hereby Grants to Seller an Option (The "Option") to Repurchase All or Any Part of the Shares for a Purchase Price of U.S. $250 Per Share (Subject to Appropriate Adjustment for Any Stock Split, Stock Dividends or the Like). the Option May Be Exercised by Seller by Delivery of Written Note to Purchaser Indicating the Number of Shares to Be Repurchased and the Date to Be Repurchased (Which Date May Be No Later Than Thirty (30) Days Following the Date of Such Written Notice). the Repurchase Price Shall Be Paid in Immediately Available Funds, Unless Otherwise Agreed to by Purchaser. the Option Shall Be Assignable by Seller Upon Written Notice to Purchaser. (D) Upon an Offer From a Third Party to Purchase the Ild Shares, the Purchaser Grants the Seller the Right of First Refusal to Match the Offer Presented by the Third Party Within 24 Hours of Receipt of Such Offer. Executed as of the Date First Set Forth Above. Gotthardfin Limited By: /S/ Nicola Mordasini Title: Vice-Chairman of the Executive Board By: /S/ Gabriele Zanetti Title: Member of Management Intellicall, Inc. By: /S/ R. Phillip Boyd Title: CFO -25

from 10-Q/A ~50 pages Material contract

from 10-K/A ~20 pages Material contract

from 10-Q/A 1 page <page> Amendment to Stock Purchase Agreement Effective June 1, 2000, the Stock Purchase Agreement, Dated as of March 10, 2000 (The "Stock Purchase Agreement") Between Intellicall, Inc. ("Seller") and Gotthardfin Limited ("Purchaser") Is Amended to Read as Follows: Further Agreements Paragraph 5(c) of the Stock Purchase Agreement Is Deleted in Its Entirety and Replaced by the Following: (C) Upon an Offer From a Third Party to Purchase the Ild Shares, the Purchaser Grants the Seller the Right of First Refusal to Match the Offer Presented by the Third Party Within 24 Hours of Receipt of Such Offer. Executed as of the Date First Set Forth Above. Gotthardfin Limited By: /S/ Fabio Testori Fabio Testori Authorized Officer By: /S/ Gabriele Zanetti Gabriele Zanietti Authorized Officer Intellicall, Inc. By: /S/ R. Phillip Boyd R. Phillip Boyd CFO

from 10-Q 1 page Amendment to Stock Purchase Agreement Effective June 1, 2000, the Stock Purchase Agreement, Dated as of March 10, 2000 (The "Stock Purchase Agreement") Between Intellicall, Inc. ("Seller") and Gotthardfin Limited ("Purchaser") Is Amended to Read as Follows: Further Agreements Paragraph 5(c) of the Stock Purchase Agreement Is Deleted in Its Entirety and Replaced by the Following: (C) Upon an Offer From a Third Party to Purchase the Ild Shares, the Purchaser Grants the Seller the Right of First Refusal to Match the Offer Presented by the Third Party Within 24 Hours of Receipt of Such Offer. Executed as of the Date First Set Forth Above. Gotthardfin Limited By: /S/ Fabio Testori Fabio Testori Authorized Officer By: /S/ Gabriele Zanetti Gabriele Zanietti Authorized Officer Intellicall, Inc. By: /S/ R. Phillip Boyd R. Phillip Boyd CFO

from 10-Q 1 page Amendment to Stock Purchase Agreeement Effective June 1, 2000, the Stock Purchase Agreement, Dated as of March 10, 2000 Between Intellicall, Inc. ("Seller") and Gotthardfin Limited ("Purchaser") Is Amended to Read as Follows: Further Agreements. (C) During the Period Commencing on the Closing Date and Ending on the One-Year Anniversary of the Closing Date (The "Option Period"), Purchaser Hereby Grants to Seller an Option (The "Option") to Repurchase All or Any Part of the Shares for a Purchase Price of U.S. $250 Per Share (Subject to Appropriate Adjustment for Any Stock Split, Stock Dividends or the Like). the Option May Be Exercised by Seller by Delivery of Written Note to Purchaser Indicating the Number of Shares to Be Repurchased and the Date to Be Repurchased (Which Date May Be No Later Than Thirty (30) Days Following the Date of Such Written Notice). the Repurchase Price Shall Be Paid in Immediately Available Funds, Unless Otherwise Agreed to by Purchaser. the Option Shall Be Assignable by Seller Upon Written Notice to Purchaser. (D) Upon an Offer From a Third Party to Purchase the Ild Shares, the Purchaser Grants the Seller the Right of First Refusal to Match the Offer Presented by the Third Party Within 24 Hours of Receipt of Such Offer. Executed as of the Date First Set Forth Above. Gotthardfin Limited By: /S/ Nicola Mordasini Title: Vice-Chairman of the Executive Board By: /S/ Gabriele Zanetti Title: Member of Management Intellicall, Inc. By: /S/ R. Phillip Boyd Title: CFO -25- <page>

from 10-Q ~5 pages Stock Purchase Agreement

from 10-Q ~50 pages Merger Agreement and Amendments

from 8-K ~50 pages Receivable Sale Agreement

from 8-K ~5 pages Promissory Note for $1,300,000.00

from 8-K 1 page Promissory Note for $2,700,000.00

from 8-K ~50 pages Merger Agreement

from 8-K 1 page Material contract

from 8-K ~10 pages Amendment No. 1 to Asset Purchase Agreement

from 8-K ~20 pages Asset Purchase Agreement

from 8-K/A ~20 pages Registration Rights Agreement

from 8-K/A ~50 pages Securities Purchase Agreement

from 8-K ~20 pages Registration Rights Agreement

from 8-K ~20 pages Certificate of Designation of Stock