EMPLOYMENT AGREEMENT


This Agreement is entered into this 10th day of June, 1997, by and
between Hadron, Inc. (the "Company") and S. Amber Gordon
("Employee").  

     WHEREAS, the Company and Employee have agreed to terms upon
which Employee will be employed by the Company and wish to set
forth such terms and conditions in writing;

     NOW THEREFORE, for good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the
parties hereby agree as follows:

1.   Employment.  The Company hereby agrees to employ Employee as
     its EXECUTIVE VICE PRESIDENT for the term as hereinafter set
     forth.  Employee shall perform such duties and exercise such
     supervision and powers over and with regard to the business of
     the Company as are consistent with her position.  Employee
     shall report to the Chairman and/or Chief Executive Officer of
     the Company.

2.   Term.  The initial term of this Agreement shall be two (2)
     years, effective July 1, 1997.

3.   Base Salary and Time Allotment.  During the term of the
     Agreement, Employee shall be available to the Employer four
     (4) days per week.  For this, the Employee's base salary for
     this year shall be $90,000.  It is understood and agreed to by
     the Company that during the work week the Employee renders
     consulting services to, and receives remuneration from, other
     non-competitive entities.  The Employee's base salary for the
     second year shall reflect an increase in base salary, as
     determined by the Chairman of the Board of Directors and the
     Compensation Committee, in their sole discretion; however,
     such increase shall, at the minimum, be proportionate to that
     given to other executive officers of the Company.  The base
     salary shall be payable on a bi-weekly basis or such other
     basis as the Company uses to pay its executive officers.  

4.   Stock Options.  The Company shall grant to Employee options in
     its Incentive Stock Option Plan in such amount as determined
     by the Board of Directors.  Such amount shall be commensurate
     with the duties and responsibilities of the Employee.

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5.   Annual Bonus.  In addition to the Employee's Base Salary, the
     Employee shall be eligible to earn an annual bonus, in
     accordance with the Company's Bonus Plan, if one is in effect,
     or at the recommendation of the Chairman and of the
     Compensation Committee.

6.   Car Allowance.  The Employee shall receive an automobile
     allowance in the amount of $350 per month for the first year
     of the Agreement, to increase in proportion to other executive
     officers of the Company for the second year of the Agreement.

7.   Other Benefits.  Employee shall be fully reimbursed by the
     Company for all expenses reasonably incurred in connection
     with the performance of Employee's duties, upon presentation
     of expense statements and such other supporting information as
     the Company may reasonably require.  The Company shall provide
     to Employee the insurance and medictive officers, on the
     same terms and conditions.  Additionally, Employee shall be
     entitled to four weeks of paid vacation for each year of
     employment.

8.   Termination and/or Renewal.  The Company shall have the right
     to terminate this employment Agreement for cause on the
     grounds that Employee acted dishonestly in any activity
     related to this job;  Employee has exhibited signs of alcohol
     or drug dependency; Employee has been convicted of a felony or
     crime of moral turpitude; or for gross neglect of her duties. 
     If Employee is terminated for cause, as defined herein, or
     leaves the employ of the Company voluntarily, then no
     remuneration will be due past the date of termination.  Any
     renewal of this Agreement, or any subsequent employment
     Agreement, shall be completed prior to June 30, 1999.  In the
     event that her contract is not renewed by June 30, 1999, the
     Employee will receive a severance payment equal to six months
     at the then current Base Salary.

9.   Indemnification.  The Company shall indemnify and hold
     Employee harmless from and against any and all causes of
     action, claims, costs, liabilities, expenses, attorneys' fees
     or damages arising from Employee's performance of her duties
     as described herein, except however where such claims, etc.
     are a result of Employee's gross negligence or willful
     misconduct.

10.  Full Authority.  Each party represents to the other that: it
     has full power and authority to execute, deliver and perform
     this Agreement; all necessary corporate action on its part for
     the execution, delivery and performance of this Agreement by
     it has been duly taken; this Agreement has been duly
     authorized and executed by it; it is a legal, valid and
     binding Agreement, enforceable against such party in
     accordance with its terms.

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11.  Entire Agreement/Assignment/Governing Law.  This Agreement
     shall be binding upon and inure to the benefit of the Company
     and its successors and assigns.  This Agreement shall not be
     assignable by either party hereto without the written consent
     of the other party.  This Agreement constitutes the entire
     Agreement between the parties and shall supersede all previous
     communications, representations, understandings, and
     Agreements, either oral or written, between the parties or any
     officials or representatives thereof.  This Agreement shall be
     governed by and interpreted in accordance with the laws of the
     Commonwealth of Virginia.

12.  Waivers.  A waiver by any party of a breach of any provision
     of this Agreement shall not operate as or be construed to be
     a waiver of any other breach of such provision or of any
     breach of any other provision of this Agreement.  The failure
     of a party to insist upon strict adherence to any term of this
     Agreement on one or more occasions shall not be considered a
     waiver or deprive that party of the right thereafter to insist
     upon strict adherence to that term or any other term of this
     Agreement.  Any waiver or modification of this Agreement must
     be in writing.


     IN WITNESS WHEREOF, the parties have executed this Agreement
this 10th day of June, 1997.

HADRON, INC.                            ACCEPTED & AGREED TO:




BY:  /S/ C.W. GILLULY                        /S/ S. AMBER GORDON
     C.W. Gilluly                            S. Amber Gordon
     Chairman and
       Chief Executive Officer