EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (Agreement) is made the 20th day of January, 2004, by and between Access Worldwide Communications Inc., a Delaware corporation (the Company), and Georges Andre (the Employee).

W I T N E S S E T H

WHEREAS, the Company wishes to assure itself of the services of the Employee, and the Employee wishes to serve in the employ of the Company, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, in consideration of the premises and the mutual agreements hereinafter set forth, the parties hereto, intending to be legally bound, hereby agree as follows:

1. Employment, Term. The Company hereby employs the Employee on the terms hereinafter set forth for a period commencing on January 1, 2004, and ending three (3) years thereafter (the Term), unless sooner terminated in accordance with the terms of this Agreement. Notwithstanding the foregoing, if not sooner terminated in accordance with the terms of this Agreement, then on the third anniversary of the date hereof and on each anniversary of the date hereof thereafter, the Term shall be automatically extended for an additional twelve (12) months unless either party, no later than thirty (30) days prior to the applicable anniversary date, advises the other in writing of a desire not to extend.

2. Position, Duties. The Employee shall serve as Chief Executive Officer of the Companys TelAc division, or in such other related capacity as may be assigned by the Chief Executive Officer (CEO) of the Company or the CEOs designee or successor. Unless instructed otherwise by the CEO or the CEOs designee or successor, the Employee shall report to, and shall have such duties, objectives and responsibilities consistent with the Employees position as shall be assigned to the Employee by, the CEO, or the CEOs designee or successor. The Employee shall perform the Employees duties and responsibilities hereunder faithfully and diligently, and shall devote the Employees full business time and attention to the performance of the Employees duties and responsibilities hereunder.

3. Compensation.

3.1 Base Salary. During the Term of this Agreement, in consideration of the performance by the Employee of the services set forth in Section 2 and the Employees observance of the other covenants set forth herein, the Company shall pay the Employee, and the Employee shall accept, a base salary at the rate of $250,000.00 per annum, payable in accordance with the standard payroll practices of the Company. The Employee may be entitled to receive merit increases in base salary during the Term hereof in such amount and at such times as shall be determined by the CEO, in the CEOs sole discretion, subject to approval of the Board of Directors of the Company. In no event shall the failure to grant any such increase (or the amount of any such increase) give rise to a claim by the Employee under this Agreement.

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3.2 Bonus. The Employee may be eligible to receive an annual discretionary bonus in such actual amount and based on such criteria as may be established by the CEO in the CEOs sole and absolute discretion, subject to approval of the Board of Directors of the Company in its discretion. Any bonus awarded hereunder shall be paid contemporaneously with other discretionary bonuses paid to similarly situated employees of the Company, unless otherwise directed by the CEO.

4. Expense Reimbursement. During the Term of the Employees employment by the Company pursuant to this Agreement, the Company shall reimburse the Employee for all reasonable and necessary out-of-pocket expenses incurred by the Employee in connection with the performance of the Employees duties hereunder, upon the presentation of proper accounts therefor in accordance with the Companys policies, so long as such reasonable and necessary expenses are also consistent with the Companys policies, practices, and procedures as may be in effect at the time.

5. Other Benefits. During the Term of the Employees employment by the Company pursuant to this Agreement, the Employee shall be entitled to receive three (3) weeks paid vacation time per annum (which shall not carry forward year-to-year and are not otherwise compensable); shall receive an automobile allowance of $800.00 per month; and shall be entitled to such other benefits (including without limitation customary medical, dental, vision, and other insurance) as are from time to time made available to other similarly situated employees of the Company, on the same terms as are available to such similarly situated employees, it being understood that the Employee shall be required to make the same contributions and payments in order to receive any of such benefits as may be required of such similarly situated employees.

6. Termination of Employment.

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