Exhibit 10.1
CONVERSION NOTICE
The undersigned, GNB Bank Panama S.A. pursuant to the
provisions of the Loan Agreement, dated as of September 30, 2002 entered into
among GNB Bank Panama S.A. (the "Lender"), Phone1, Inc., Phone1Globalwide, Inc.
("Global") and Globaltron Communications Corporation (the "Loan Agreement"),
hereby exercises its right to convert the Note and the Loan (as such terms are
defined in the Loan Agreement) and hereby surrenders a principal amount of the
Note and the Loan equal to $10,000,000, entitling the undersigned to receive
25,000,000 shares of the common stock of Global, par value .001 per share, and
requests that the certificates for such shares be issued in the name of GNB Bank
Panama S.A. and delivered to Lender as indicated by it to the transfer agent.
Dated: December 19, 2002 GNB Bank Panama S.A.
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By: /s/ Xxxxxx Xxxxxxxxxx
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Name: Xxxxxx Xxxxxxxxxx
Title: General Manager
