Letter Agreement between the Company and Oberon Securities, LLC dated March 5, 2008

Mr. Guy Nissenson

Xfone, Inc.

2506 Lakeland Drive

Jackson, MS 39232

United States

Dear Mr. Nissenson:

Reference is made to that certain Financial Consulting Agreement by and among Xfone, Inc. ("Xfone") and The Oberon Group, LLC, dated February 12, 2004 (as amended, modified, supplemented, assigned and/or novated from time to time, including but not limited to the modification made on October 9, 2007, the “February 12, 2004 Agreement”).

This letter serves as a negotiated agreement of all fees due to Oberon Securities, LLC (“Oberon Securities”) in conjunction with the acquisition of NTS Communications, Inc., including the associated financing (but excluding all current and past due retainer payments).

The following reflects the agreement between the parties with respect to total and final consideration due to Oberon Securities pursuant to the February 12, 2004 Agreement and subsequent negotiations between the parties for said services / transactions: $1,200,000 in cash which shall be paid by Xfone to Oberon Securities as follows: (i) $400,000 no later than March 7, 2008 (ii) $400,000 no later than May 1, 2008 and (iii) $400,000 no later than July 1, 2008.

I look forward to continuing to work with Xfone on its financing and M&A needs.

Best regards,

Adam Breslawsky

Agreed to by:

Guy Nissenson

Xfone, Inc.

President and

Chief Executive Officer