EMPLOYMENT AGREEMENT

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          AGREEMENT made the 4th day of March, 2002, by and between Access

Worldwide Communications Inc., a Delaware corporation (the "Company"), and Lee

Edelstein (the "Employee").



                               W I T N E S S E T H

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          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

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hereinafter set forth for a period of two (2) years from the date first above

written, unless sooner terminated in accordance with this Employment Agreement

("Agreement").



     2. Position, Duties. The Employee shall serve the Company as President of

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the TMS Professional Markets Group subsidiary of the Company. The Employee shall

perform his duties and responsibilities hereunder faithfully and diligently. The

Employee shall devote such time to the performance of his duties and

responsibilities hereunder as will, when added to time spent as an independent

consultant for the Company (if any), total four (4) days per week. The Employee

hereby represents that he is not bound by any confidentiality agreements or

restrictive covenants which restrict or may restrict his ability to perform his

duties hereunder, and agrees that he will not enter into any such agreements or

covenants during the term of his employment hereunder, except such restrictive

covenants or confidentiality agreements which are required by the Company.



     3. Compensation.

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          3.1 Base Salary. During the term of this Agreement, in consideration

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of the performance by the Employee of the services set forth in Section 2 and

his 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

$100,000 per annum, payable in accordance with the standard payroll practices of

the Company. In addition to the base salary payable hereunder, the Employee may

be entitled to receive merit increases in salary during the term hereof in such

amount and at such times as shall be reasonably determined by the CEO or 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.



          3.2. Bonus. The Employee shall be eligible to receive an annual bonus,

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in the discretion of the Board of Directors of the Company.



     4. Expense Reimbursement. During the term of the Employee's employment by

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the Company pursuant to this Agreement, consistent with the Company's policies

and procedures as may be in effect from time to time, the Company shall

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