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EXHIBIT 10.87
AMENDMENT NO. 3 TO PROMISSORY NOTE
Reference is made to that $56,017,698.87 Promissory Note of STAR
TELECOMMUNICATIONS, INC., a Delaware corporation with its chief executive
offices located at 223 East De La Guerra, Santa Barbara, California, 93101
(together with its successors and assigns, the "Maker"), effective February
3, 2000 (as the same may be amended, modified or supplemented from time to
time, including any extensions, refinancings, refundings or renewals thereof
in whole or in part, collectively, the "Note"), payable to MCI WORLDCOM
NETWORK SERVICES, INC., a Delaware corporation with offices located at 6929
N. Lakewood Avenue, Mail Drop 5.2-510, Tulsa, Oklahoma 74117 (the "Holder").
Notwithstanding anything contained in the Note to the contrary, from and
after the date hereof, unless sooner accelerated, the Note shall mature 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) December 15, 2000, without
notice or presentment. Nothing herein shall be considered or construed to be
an agreement by Holder to extend the Maturity Date beyond December 15, 2000.
When attached to the Note, this Amendment No. 3 shall become a part
of the Note, and the terms and provisions of the Note as modified by this
Amendment No. 3 shall remain in full force and effect.
Date as of: October 27, 2000
ATTEST: STAR TELECOMMUNICATIONS,
INC.
By: By:
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Name: Name:
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Title: Title:
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Agreed to and Accepted By:
ATTEST: MCI WORLDCOM NETWORK
SERVICES, INC.
By: By:
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Name: Name:
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Title: Title:
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