EXHIBIT 10.15
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                             STOCK PLEDGE AGREEMENT
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            This Agreement dated effective September 8th, 2003, and granted by
PALWEB CORPORATION, an Oklahoma corporation (the "Pledgor"), to 1607 COMMERCE
LIMITED PARTNERSHIP, a Texas limited partnership (the "Lessor").

            Concurrently herewith, Pledgor has executed separate Guaranty
obligations (the "Guarantees") guaranteeing the obligations of its subsidiary,
Plastic Pallet Production, Inc., a Texas corporation ("PPP") on (i) Lease
Agreement of real estate located at 1607 West Commerce Street, Dallas, Texas,
and (ii) Equipment Lease covering certain equipment and leasehold improvements
at that location.

            As used herein, "UCC" shall mean the Uniform Commercial Code of
Oklahoma, as amended and in effect as of the date hereof, as the context may
require.

            1. Pledge and Security Interest. As security for the due and
punctual payment of all indebtedness of the Pledgor to the Lessor arising under
the Guarantees, and each of them, including all extensions, renewals and changes
in the form thereof, whether for principal, interest, premiums, fees, expenses
or otherwise as well as all future advances or obligations owed to the Lessor
(including without limitation) direct, indirect, contingent, joint, several,
joint and several or howsoever created (all such indebtedness and obligations
being herein sometimes referred to as the "Obligations"), together with any and
all expenses which may be incurred by the Lessor in collecting any or all of the
Obligations or in enforcing any rights hereunder (all such expenses being
hereinafter referred to as the "Expenses") (the "Obligations" and the "Expenses"
shall also be part of the "Secured Obligations"), the Pledgor hereby pledges,
assigns, transfers, sets over and delivers unto and for the benefit of the
Lessor the certificates for the Pledged Securities listed on Exhibit "A," with
stock powers covering such certificates executed in blank, together with shares
represented thereby and all cash securities, dividends or other property at any
time and from time to time received, receivable or otherwise distributed in
respect of or in exchange for any or all of such shares (all collectively
referred to herein as the "Pledged Securities").

            TO HAVE AND TO HOLD the Pledged Securities, together with all
rights, titles, interests, powers, privileges and preferences appertaining or
incidental thereto, including all cash proceeds received in respect to the
Pledged Securities and all securities delivered in substitution or addition to
the foregoing Pledged Securities, unto the Lessor, its successors and assigns,
forever as security for the Secured Obligations subject, however, to the terms,
covenants and conditions hereinafter set forth.

            2. Representations and Warranties. The Pledgor represents and
warrants as follows:
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            (a)  The Pledged Securities have been validly authorized and issued,
                 are fully paid and non-accessible and the Pledgor owns the same
                 beneficially free and clear of any liens, charges or
                 encumbrances thereon or affecting the title thereto.

            (b)  The Pledgor has good right and lawful authority to pledge and
                 deposit the Pledged Securities as provided herein and warrants
                 and will preserve and defend all right, title and interest in
                 and to the Pledged Securities delivered to the Lessor hereunder
                 against the claims of all persons, and will maintain and
                 preserve the lien hereof as long as this Agreement shall remain
                 in full force and effect.

            3. Appointment of the Lessor; Registration in Nominee Name. The
Lessor shall have the right and absolute discretion to appoint one or more
agents for the purpose of retaining physical possession of the certificates
representing or evidencing the Pledged Securities, which may be held in the name
of the Pledgor, endorsed or assigned in blank in favor of the Lessor. In
addition to all other rights possessed by the Lessor, the Lessor may, from time
to time after the occurrence of an uncured default under the Guarantees, or
either of them (the "Default") (hereinafter defined) or an event which with the
giving of notice or the lapse of time, or both, would be a Default, at the
Lessor's sole discretion and without notice to the Pledgor, take any or all of
the following actions: (a) execute the blank stock power to authorize transfer
of the Pledged Securities; (b) transfer all or any part of the Pledged
Securities into the name of the Lessor or its nominee for public or private
sale; (c) take control of any proceeds of any of the Pledged Securities; and (d)
exchange certificates or instruments representing or evidencing the Pledged
Securities for certificates or instruments of smaller or larger denominations
for any purpose consistent with its performance of this Agreement.

            4. Voting Rights, Dividends, Replacement of Pledged Securities.

            (a)  So long as there has not occurred an uncured default, the
                 Pledgor shall be entitled to exercise any and all voting rights
                 and powers relating or pertaining to the Pledged Securities or
                 any part thereof for any purpose not inconsistent with the
                 terms of this Agreement.

            (b)  Unless the Lessor expressly consents in writing, the Pledgor
                 shall not receive and not be entitled to retain any and all
                 stock and/or stock dividends in respect of the Pledged
                 Securities, whether resulting from a subdivision, combination
                 or reclassification of the outstanding capital stock of the
                 issuer thereof or received in exchange for the Pledged
                 Securities, or any part thereof, or as a result of any merger,
                 consolidation, acquisition or other exchange of assets to which
                 such issuer or the Pledgor may be a party or otherwise. Any and
                 all cash dividends and distributions and other property
                 received in respect of the Pledged Securities or in payment of
                 the principal of or in redemption of or in exchange for any
                 Pledged Securities (either at maturity, upon call for
                 redemption or otherwise), shall become part of the Pledged
                 Securities and delivered to the Lessor or, if received by the
                 Pledgor, shall be held in trust for the benefit of the Lessor
                 and shall forthwith be delivered to the Lessor or its
                 designated agent (accompanied by

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                 proper instruments of assignment and/or stock powers executed
                 by the Pledgor in accordance with the Lessor's instructions) to
                 be held subject to the terms of this Agreement.

            (c)  Upon the occurrence of an uncured Default, at the option of the
                 Lessor, all rights of the Pledgor to exercise the voting rights
                 and powers which it is entitled to exercise shall cease and all
                 such rights shall thereupon become vested in the Lessor, which
                 shall have the sole and exclusive right and authority to
                 exercise such voting and/or consensual rights and powers. After
                 the occurrence of a Default, the Lessor shall receive and be
                 entitled to retain as collateral any and all cash dividends and
                 distributions, if any, paid in respect of the Pledged
                 Securities. Any and all money and other property paid over to
                 or received by the Lessor pursuant to the provisions of
                 subsection (b) above shall be retained by the Lessor as part of
                 the Pledged Securities and be applied in accordance with the
                 provisions hereof.

            5. Remedies Upon Default. Upon the occurrence of an uncured Default
in the payment of the Secured Obligations when due (whether by acceleration or
otherwise), then, in addition to having the right to exercise any rights and
remedies of a secured party upon default under the Uniform Commercial Code in
effect in the State of Oklahoma, the Lessor may, without being required to give
any notice to the Pledgor, apply the cash (if any) then held by it hereunder to
the payment in full of the Secured Obligations and all other indebtedness
referred to in the order and manner specified therein. If there shall be no such
cash or the cash so applied shall be insufficient to pay all Obligations in
full, the Lessor may thereupon sell the Pledged Securities, or any part thereof,
and shall apply the proceeds of such sale to the payment in full of the Secured
Obligations and all other indebtedness referred herein in the order and manner
specified therein.

            If the Pledgor commences the cure of a Default which requires more
than fifteen (15) days and the Pledgor has immediately initiated steps which are
reasonably sufficient to cure such Default and continues to take reasonable and
necessary steps to cure the Default, the Pledgor may continue to cure the
Default beyond any cure period so long as the event of default is capable of
being cured within a reasonable time and the Pledgor continues in good faith to
effect a cure.

            6. Sale of the Pledged Securities.

            (a)  Notwithstanding anything to the contrary herein, sale of the
                 Pledged Securities may be made at any public or private sale,
                 for cash, upon credit or for future delivery, as the Lessor
                 shall deem appropriate in a commercially reasonable manner. The
                 Lessor shall be authorized at any such sale (to the extent it,
                 in its sole discretion, deems advisable) to restrict the
                 prospective bidders or purchasers to persons who will represent
                 and agree that they are purchasing the Pledged Securities then
                 being sold for their own account for investment and not with a
                 view to the distribution or resale thereof, and upon
                 consummation of any such sale the Lessor shall have the right
                 to assign, transfer and deliver to the purchaser or purchasers
                 thereof the Pledged Securities sold. Each such purchaser at any
                 such

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                 sale shall hold the property purchased absolutely free from any
                 claim or right on the part of the Pledgor. The Lessor shall
                 give the Pledgor at least fifteen (15) days' written notice of
                 the Lessor's intention to make any such public or private sale.
                 Such notice, in case of public sale, shall state the time and
                 place fixed for such sale. Any such public sale shall be held
                 at such time or times within ordinary business hours and at
                 such place or places as the Lessor may fix in the notice of
                 such sale. At any such sale, the Pledged Securities, or portion
                 thereof, to be sold may be sold in one lot as an entirety or in
                 separate parcels, as the Lessor may, in its sole discretion,
                 determine, and the Lessor may bid (which bid may be, in whole
                 or in part, in the form of cancellation of indebtedness) for
                 and purchase the whole or any part of the Pledged Securities.
                 The Lessor shall not be obligated to make any sale of the
                 Pledged Securities if it shall determine not to do so,
                 regardless of the fact that notice of sale of the Pledged
                 Securities may have been given. The Lessor may, after notice or
                 publication as required by law, adjourn any public or private
                 sale, or cause the same to be adjourned from time to time by
                 announcement at the time and place fixed for sale; and such
                 sale may, without further notice, be made at the time and place
                 to which the same was so adjourned. In case sale of all or any
                 part of the Pledged Securities is made on credit or for future
                 delivery, the Pledged Securities so sold may be retained by the
                 Lessor until the sale price is paid by the purchaser or
                 purchasers thereof, but the Lessor shall not incur any
                 liability in case any such purchaser or purchasers shall fail
                 to take up and pay for the Pledged Securities so sold and, in
                 the case of any such failure, such Pledged Securities may be
                 sold again upon like notice. As an alternative to the Lessor's
                 right to sell hereunder or under the Uniform Commercial Code,
                 the Lessor may proceed by suit or suits at law or in equity to
                 foreclose this Agreement and to sell the Pledged Securities, or
                 any portion thereof, pursuant to a judgment or decree of a
                 court or courts of competent jurisdiction.

            (b)  The Pledgor understands that compliance with federal or state
                 securities laws may strictly limit the course of conduct of the
                 Lessor if the Lessor were to attempt to dispose of all or any
                 part of the Pledged Securities and may also limit the extent to
                 which or the manner in which any subsequent transferee of the
                 Pledged Securities may dispose of the same. The Pledgor agrees
                 that in any sale of any of the Pledged Securities, the Lessor
                 is hereby authorized to comply with any such limitation or
                 restriction in connection with such sale as it may be advised
                 by counsel is necessary to avoid violation of applicable law
                 (including, without limitation, compliance with such procedures
                 as may restrict the number of prospective bidders and
                 purchasers and/or further restrict such prospective bidders or
                 purchasers to persons who will represent and agree that they
                 are purchasing for their own account for investment and not
                 with a view to the distribution or resale of such Pledged
                 Securities), or in order to obtain any required approval of the
                 sale or of the purchaser by any governmental regulatory
                 authority or official, and the Pledgor further agrees that such
                 compliance shall not result in such sale being considered or
                 deemed not to have been made in a commercially reasonable
                 manner, nor shall the Lessor be liable or accountable to the
                 Pledgor for any

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                 discount allowed by reason of the fact that such Pledged
                 Securities are sold in compliance with any such limitation or
                 restriction.

            7. Application of Proceeds of the Pledged Securities Sale. The
Lessor shall apply all cash held by it pursuant to Section 4 hereof and the
proceeds of sale of the Pledged Securities as follows:

            First: to the payment of the Expenses, including but not limited to
            the costs and expenses of such sale or the collection of such cash,
            including the out-of-pocket expenses of the Lessor and the
            reasonable fees and out-of-pocket expenses of counsel employed in
            connection therewith, and to the payment of all advances made by the
            Lessor for the account of the Pledgor hereunder and the payment of
            all costs and expenses incurred by the Lessor in connection with the
            administration and enforcement of this Agreement;

            Second:  to the payment of the Obligations; and

            Third:  the balance, if any, of such proceeds shall be paid to the
            Pledgor or its assigns, or as a court of competent jurisdiction may
            direct.

            8. The Lessor Appointed Attorney-in-Fact. The Pledgor hereby
appoints the Lessor the Pledgor's attorney-in-fact for the purpose of carrying
out the provisions of this Agreement and taking any action and executing any
instrument which the Lessor may deem necessary or advisable to accomplish the
purposes hereof, which appointment is irrevocable and coupled with an interest.
Without limiting the generality of the foregoing, the Lessor shall, to the
extent permitted herein, have the right and power to receive, endorse and
collect all checks and other orders for the payment of money made payable to the
Pledgor representing any dividend, interest payment or other distribution
payable or distributable in respect of the Pledged Securities or any part
thereof and to give full discharge for the same.

            9. Miscellaneous.

            (a)  No Waiver. No failure on the part of the Lessor to exercise,
                 and no delay in exercising, any right, power or remedy
                 hereunder shall operate as a waiver thereof; nor shall any
                 single or partial exercise of any such right, power or remedy
                 by the Lessor preclude any other or further exercise thereof or
                 the exercise of any other right, power or remedy. All remedies
                 hereunder are cumulative and not exclusive of any other
                 remedies provided by law. The Lessor may extend or renew the
                 Obligations and grant releases, compromises or indulgences with
                 respect to the Secured Obligations, any extension or renewal
                 thereof, any security therefor, to any obligor hereunder or
                 thereunder, and no such action shall impair the Lessor's rights
                 hereunder.

            (b)  Termination. This Agreement shall terminate when the Secured
                 Obligations have been fully performed and paid, at which time
                 the Lessor shall reassign and redeliver (or cause to be so
                 reassigned and redelivered) to the Pledgor, without

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                 recourse or warranty and at the expense of the Pledgor against
                 receipt, such of the Pledged Securities (if any) as shall not
                 have been sold or otherwise applied by the Lessor pursuant to
                 the terms hereof and which is still held by the Lessor
                 hereunder, together with appropriate instruments of
                 reassignment and release.

            (c)  Addresses for Notices, Etc. All notices, requests, demands,
                 directions and other communications provided for hereunder
                 shall be in writing (including telegraphic communication) and
                 mailed, telegraphed or delivered as set out in the Guarantees,
                 or, as to any party, to such other address as such party shall
                 specify by a notice in writing to the other parties.

            (d)  Further Assurances. The Pledgor agrees to do such further
                 reasonable acts and things, and to execute and deliver such
                 additional conveyances, assignments, agreements and instruments
                 as the Lessor may at any time request in connection with the
                 administration or enforcement of this Agreement (including,
                 without limitation, to aid the Lessor in the sale of all or any
                 part of the Pledged Securities) or related to the Pledged
                 Securities or any part thereof or in order better to assure and
                 confirm unto the Lessor its rights, powers and remedies
                 hereunder. The Pledgor hereby consents and agrees that the
                 issuer of the Pledged Securities, or any registrar or transfer
                 agent for any of the Pledged Securities, shall be entitled to
                 accept the provisions hereof as conclusive evidence of the
                 right of the Lessor to affect any transfer pursuant to Section
                 2, notwithstanding any other notice or direction to the
                 contrary heretofore or hereafter given by the Pledgor or any
                 other person to such issuer or to any such registrar or
                 transfer agent.

            (e)  Binding Agreement; Assignment. This Agreement shall be binding
                 upon and inure to the benefit of the parties hereto, their
                 respective successors and assigns, except that the Pledgor
                 shall not be permitted to assign this Agreement or any interest
                 herein or in the Pledged Securities, or any part thereof, or
                 otherwise pledge, encumber or grant any option with respect to
                 the Pledged Securities, or any part thereof, or any cash or
                 property held by the Lessor as Pledged Securities under this
                 Agreement.

            (f)  Governing Law; Amendments. This Agreement shall be governed by
                 the laws of the State of Oklahoma. No provision of this
                 Agreement may be amended, waived or modified, nor may any of
                 the Pledged Securities be released, unless specifically
                 provided for herein, except in writing signed by the Lessor.

            (g)  Headings. Paragraph headings used herein are for convenience
                 only and shall not affect the construction of this Agreement.

            (h)  Jurisdiction; Venue. The Pledgor agrees that the exclusive
                 jurisdiction to resolve any disputes in law or in equity
                 arising out of this Agreement shall be in the state courts
                 sitting in Tulsa County, Oklahoma or federal courts sitting in
                 the Northern

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                 District of Oklahoma, and the Pledgor submits to the
                 jurisdiction of the such courts, waiving all obligations to
                 venue.

            (i)  Counterparts. This Agreement may be executed in counterpart (or
                 by facsimile signature with the original signature page to be
                 delivered thereafter) and each counterpart shall constitute an
                 original as if each signature is contained on a single
                 document.

            IN WITNESS WHEREOF, this Agreement is executed as of the date first
above written.

                                      PALWEB CORPORATION, an Oklahoma
                                      corporation

                                      By: /s/ Warren F. Kruger
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                                          Warren F. Kruger, President

                                                    "Pledgor"







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All annexes to this agreement are omitted from this Exhibit. The registrant will
furnish supplementally a copy of any omitted annex to the Commission upon
request.