EXHIBIT 10.2


                              EMPLOYMENT AGREEMENT


     THIS AGREEMENT is effective  April 1, 2000, by and between Breda  Telephone
Corp., an Iowa Corporation, hereinafter referred to as "Breda", and Jane Morlok,
the Chief Financial Officer and Co-Chief Executive Officer, hereinafter referred
to as "Jane".

     Breda  desires to employ  Jane to devote  full time to the  business of the
corporation, and Jane desires to be so employed.

     The parties agree as follows:

         1.  Employment.  Breda  agrees to employ  Jane,  and Jane  agrees to be
employed in the  capacity of Chief  Financial  Officer  and  Co-Chief  Executive
Officer.  Employment  shall be for a term of one year,  effective as of April 1,
2000, and terminating March 31, 2001.

     2. Time and Efforts.  Jane shall diligently and conscientiously  devote her
full and  exclusive  time and  attentions  and best efforts in  discharging  her
duties.

     3. Board of Directors.  Jane shall, and all times,  discharge her duties in
consultation  with and under the  supervision of the Board of Directors of Breda
Telephone  Corp.  In  performance  of her duties,  Jane shall make her principal
office in such  place  that the Board of  Directors  and Jane may,  from time to
time, agree.

     4. Compensation.  Breda shall pay to Jane as compensation for her services,
the sum of Five Thousand Eight Hundred and Seventy-five  Dollars ($5,875.00) per
month.

     5. Additional Compensation. If Jane is with Breda through May 15, 2000, she
may be entitled to a bonus based upon her  performance  rating as  determined by
the Board of Directors.  If Jane is entitled to a bonus, said bonus will be paid
during the month of May, 2000. If Jane is still with Breda on May 15, 2001, Jane
may be entitled to a bonus based upon her  performance  rating as  determined by
the Board of Directors. If Jane is entitled to a bonus, said bonus shall be paid
during the month of May, 2001.

     6. Benefits.  As long as Jane is employed by Breda, Breda shall provide the
following benefits to her:

          a.   Health  Insurance.   80/20  coverage  with  100%  hospitalization
               coverage.  Breda  will  pay  the  premium  for  family  insurance
               coverage.  Jane  will  be  responsible  for  paying  the  $250.00
               deductible and $100.00 deductible for


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               dental care, eye care, and drug card.

          b.   Life Insurance.  Breda will provide life insurance coverage in an
               amount equal to one times Jane's yearly salary.

          c.   Disability  Insurance.  Breda will provide  long term  disability
               coverage as outlined by NTCA.

          d.   Retirement.  Contributions  to a retirement  fund will be made by
               Breda in an amount  equal to 8.6% of Jane's  yearly  salary,  and
               Jane will contribute 3.0% of her yearly salary to said fund.

          e.   Pre-Retirement Death Benefit.  Breda will provide  Pre-Retirement
               Death Benefit to Jane as contained in the NTCA package.

          f.   Clothing  Allowance.  Breda  will  provide  Jane  with a  $300.00
               clothing  allowance  during her first year of employment with the
               company,  and  $150.00  per year  for  every  year of  employment
               thereafter.

          g.   Free local telephone service.

          h.   Free basic cable service if living in a town served by Breda.

     7.  Expenses.  Breda shall  reimburse Jane for all reasonable and necessary
expenses  incurred in carrying out her duties under this  agreement.  Jane shall
present to Breda, from time to time, an itemized account of such expenses in the
form required by Breda.

     8.  Disability.  In the event any illness or accident  renders Jane totally
disabled,  Breda's obligation under this agreement shall terminate thirteen (13)
weeks after the determination of total disability.

     9. Non-Compete. During the term of her employment, Jane shall not engage in
any  business  activities  which  would or could  compete  with  those of Breda,
without prior written consent from the Board of Directors.

     10. Confidential Information.  Jane further agrees not to publish, disclose
or use, on her own behalf or on the behalf of any third party,  any confidential
information  or  trade  secrets  related  to  Breda's  business,  without  prior
authorization of the Board of Directors.

     Upon  termination of her employment with Breda,  Jane shall return to Breda
all data, records, drawings, customer and product lists, specifications,  notes,
correspondence, or any other documents or copies thereof, which came into Jane's
possession and are related to Breda's business.

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     11.  Termination  Without Cause.  Breda may terminate this agreement at any
time,  without cause, by giving thirty (30) days written notice to Jane. In that
event,  if  requested by Breda,  Jane shall  continue to render her services and
shall be paid her regular compensation up to the date of termination.

     12.  Termination  for Cause.  Breda may terminate  this agreement for cause
upon  five  (5)  days  written  notice  to Jane  stating  the  reason  for  said
termination.  Matters  which  would be  considered  terminable  for cause  would
include, but not be limited to:

          a.   Fraud or theft;

          b.   Falsifying records;

          c.   Refusal to carry out a specific order of the Board of Directors;

          d.   Abuse, discrimination, or harassment of another employee;

          e.   Unauthorized dissemination of records or information;

          f.   Divulging confidential information;

          g.   Possession of illegal drugs or weapons while on Breda property;

          h.   Conviction of a crime, the nature of which would be calculated to
               render an employee undesirable as a co-manager and detrimental to
               the best interest of the company; and

          i.   Using or possessing intoxicants or narcotics of any kind while on
               company  premises  or being at work under the  influence  of such
               substances.

     13. Arbitration. Any and all claims, disputes, or controversies arising out
of, or related to this agreement,  or the breach  thereof,  shall be resolved by
arbitration in accordance with the rules of the state of Iowa. Such  arbitration
shall be conducted by a single arbitrator.

     The determination or award rendered therein shall be binding and conclusive
upon the parties,  and judgment may be entered  thereon in  accordance  with the
applicable law in any court having jurisdiction.

     14. Notices. Any notice required or desired to be given hereunder, shall be
deemed given if in writing and sent by certified mail, return receipt requested,
to  Jane's  residence,  or to the  residence  of the  President  of the Board of
Directors, as the case may be.

     15.  Assignment.  Jane  acknowledges  that  her  services  are  unique  and
personal.  Accordingly, Jane may not assign her rights or delegate her duties or
obligations hereunder. Breda's rights and obligations under this agreement shall
inure to the  benefit  of, and shall be binding  upon  Breda's  successor's  and
assigns.

     16. Entire  Agreement.  This agreement,  including the attachments  hereto,
represents  the full and  complete  agreement  between  Breda and Jane as to her
compensation and obligations.

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     17.  Amending  Agreement.  This  agreement  may only be amended in writing,
signed  by  the  parties  against  whom  enforcement  of  any  waiver,   change,
modification, extension or discharge is sought.

     18.  Severability and Governing Law. If any portion of this agreement shall
be found to be void or unenforceable,  it shall in no way affect the validity or
enforceability  of other portions  thereof.  This agreement shall be interpreted
according to the laws of the state of Iowa.

     IN WITNESS  WHEREOF,  the parties have executed this  agreement on the day,
month and year first above provided by Breda Telephone Corp.'s President, and by
Jane Morlok.



                                                    /s/ Jane Morlok
                                                    ----------------------------
                                                    Jane Morlok

                                                    BREDA TELEPHONE CORP.


                                                    /s/ Dean Schettler
                                                    ----------------------------
                                                    By Dean Schettler, President


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