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Exhibit 10.4

Amendment to Employment Agreement

This amendment dated as of March 29, 2004 (the Amendment) is to the
Restated Employment Agreement dated as of February 5, 2003, between Metrocall
Holdings, Inc., Metrocall, Inc. and Vincent D. Kelly (the Executive) (the
Agreement). The parties, for good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, agree as follows:

1.     Section 4(e) of the Agreement is hereby deleted and in its place and
there is inserted the following:



| |  | With respect to calendar year 2004, Executive shall be
eligible for an annual bonus comprised of the following: (i)
a bonus payment of $530,000 paid in January 2004 and (ii) a
minimum bonus payment of $530,000, payable in February 2005;
provided that the Company achieves certain targets for free
cash flow on a standalone basis set by the Compensation
Committee in November 2003. The Board or the Compensation
Committee shall retain sole discretion with respect to all
other annual cash bonus payments.
| |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

2.     Section 4(g) of the Agreement is hereby supplemented with the following
clause:



| |  | Notwithstanding anything in this Agreement to the contrary,
the Executive shall be entitled to a cash bonus of
$1,000,000.00, in lieu of any payment set forth in this
Section 4(g), upon the consummation of the transaction
contemplated in the Agreement and Plan of Merger by and among
Wizards-Patriots Holdings, Inc., the Company, Wizards
Acquiring Sub, Inc., Arch Wireless, Inc. and Patriots
Acquiring Sub, Inc. dated as of March 29, 2004.
| |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

3.     Section 14 of the Agreement is hereby supplemented with the following
clause:



| |  | Notwithstanding anything in this Agreement to the contrary,
in the event of the consummation of the transaction
contemplated in the Agreement and Plan of Merger by and among
Wizards-Patriots Holdings, Inc., the Company, Wizards
Acquiring Sub, Inc., Arch Wireless, Inc. and Patriots
Acquiring Sub, Inc. dated as of March 29, 2004 (the
Transaction) and immediately upon the consummation of the
Transaction, the Executive agrees (i) to execute a new
employment agreement with the new company resulting from the
Transaction which shall contain the material terms set forth
in the Employment Term Sheet for Vincent D. Kelly annexed
hereto as Exhibit 1 and (ii) that this Agreement shall be
terminated; provided that the Executive shall receive any
accrued but unpaid compensation owed by the Company as of the
date of termination of this Agreement.
| |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





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4.     The annexed Employment Term Sheet for Vincent D. Kelly shall be
inserted as Exhibit 1 to the Agreement.

5.     In all other respects, the Agreement shall remain in full force and
effect and the parties hereby reconfirm and ratify same.

METROCALL HOLDINGS, INC.By:
    
    /s/ George MoratisName: George Moratis
Title: CFO & TreasurerMETROCALL, INC.By:
    
    /s/ George MoratisName: George Moratis
Title: CFO & Treasurer/s/ Vincent D. KellyVincent D. Kelly






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Exhibit 1

EMPLOYMENT TERM SHEETFOR VINCENT D. KELLY

The following is a term sheet summarizing the principal terms on the basis
of which definitive employment (the Agreement) will be entered into in
connection with the Agreement and Plan of Merger by and among Wizards-Patriots
Holdings, Inc., Metrocall Holdings, Inc., Wizards Acquiring Sub, Inc., Arch
Wireless, Inc. and Patriots Acquiring Sub, Inc. dated as of March 29, 2004 (the
Merger Agreement) with respect to Vincent D. Kelly. For the purposes of this
term sheet, Vincent D. Kelly shall be referred to as the Executive and the
new holding Company of which Arch Wireless, Inc. and Metrocall Holdings, Inc.
will be wholly owned subsidiaries as a result of the transaction contemplated
in the Merger Agreement (the Transaction) shall be referred to as the
Company.

1.
    
    Employment:
    
    The Company shall employ the
Executive as the Chief Executive
Officer and President of the
Company based upon the terms and
conditions set forth in the
Agreement, for the period of time
specified in Section 3. In such
position, the Executive shall
report directly and exclusively to
the Board.2.
    
    Title/Duties:
    
    During the term of this Agreement,
as the Chief Executive Officer and
President of the Company, under the
direction and subject to the
control of the Board (which
direction shall be such as is
customarily exercised over a chief
executive officer of a public
company), the Executive shall be
responsible for the business,
affairs, properties and operations
of the Company, and shall have
general executive charge,
management and control of the
Company, with all such powers and
authority with respect to such
business, affairs, properties, and
operations as may be reasonably
incident to such duties and
responsibilities, and shall perform
such other duties for the Company
as the Board may determine from
time to time. The Executive shall
devote the Executives reasonable
best efforts and full business
time, energies and talents to the
performance of the Executives
duties and the advancement of the
business and affairs of the
Company.3.
    
    Term of Employment (the
Term):
    
    The term of this Agreement and the
period of employment of the
Executive by the Company hereunder
(the Agreement Term) shall
commence on the Effective Time of
the Transaction and shall end on a
date three years from the Effective
Time of the Transaction (as defined
in the Merger Agreement) (the
Third Anniversary), unless
earlier terminated in accordance
with the Agreement; provided,
however, that the Agreement Term
shall be automatically extended for
additional one (1) year periods on
each anniversary of the Third
Anniversary unless and until either






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party provides non-renewal Notice
to the other party not less than
ninety (90) days before such
anniversary date that such party is
terminating this Agreement, which
termination shall be effective as
of the end of such initial
Agreement Term or extended term, as
the case may be (the Expiration
Date), or until sooner terminated
as hereinafter set forth.4.
    
    Base Salary
    
    In consideration for the
Executives services and subject to
the terms and conditions of this
Agreement, the Company shall pay to
the Executive an annual base salary
(the Base Salary) equal to Six
Hundred Thousand Dollars
($600,000), commencing as of the
Effective Time of the Transaction.
The Base Salary shall be payable
biweekly or in such other
installments as shall be consistent
with the Companys payroll
procedures. The Company shall
deduct and withhold all necessary
social security and withholding
taxes and any other similar sums
required by law or authorized by
the Executive with respect to the
payment of the Base Salary. The
Board shall review the Executive s
salary annually before December 31
and may, in its discretion,
increase, but not decrease, his
Base Salary in any renewal,
extension or replacement of this
Agreement. The Board shall also
review the appropriateness of
creating additional forms of
nonqualified executive compensation
to cover the Executive.5.
    
    Annual Bonus
    
    With respect to the remainder of
2004, Executive shall be entitled
to a minimum bonus payment of
$530,000, payable in February 2005;
provided that Metrocall Holdings,
Inc. achieves certain targets for
free cash flow on a standalone
basis set by the Compensation
Committee of Metrocall Holdings,
Inc. in November 2003. For years
after 2004, the Executive shall be
eligible for an annual bonus equal
to a maximum of 200% of Base Salary
based on achievement of certain
bonus targets set by the Board or a
committee thereof (the Annual
Bonus).6.
    
    Compensation upon
Termination of the Agreement
by the Company without Cause
or by the Executive for Good
Reason
    
    (a) the Executives Base Salary
through the date specified in the
Notice of Termination within ten
(10) business days after such date
and all other unpaid amounts, if
any, to which the Executive is
entitled as of the date specified
in the Notice of Termination under
any Company fringe benefit or
incentive compensation plan or
program, at the time such payments
are due; and(b) an amount equal to the product
of (a) the greater of (x) two or
(y) the number of years (and
fraction thereof) remaining in the
Term as of the date specified in
the Notice of Termination, times
(b) the full Base Salary then in
effect within forty-five (45)






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days after such date specified in the
Notice of Termination; and(c) an amount equal to the Annual
Bonus paid or payable to the
Executive with respect to the
annual period prior to the year in
which the termination of the
Executives employment occurs; and(d) reimbursement of the cost of
continuation coverage of group
health coverage pursuant to the
Consolidated Omnibus Budget
Reconciliation Act of 1985
(COBRA) for the duration of the
applicable period to the extent
Executive elects such continuation
coverage and is eligible and
subject to the terms of the plan
and the law; and(e) full vesting of any equity
compensation and the lapse of all
restrictions with respect to any
restricted stock granted to the
Executive.7.
    
    Other Terms and Conditions
    
    All other terms and conditions of
the Executives employment with the
Company, including but not limited
to compensation and expenses,
confidential information, covenant
not to compete, termination of the
Agreement, payments upon
termination except as set forth
above, gross-up payments, and
mitigation shall be substantially
similar to the terms and conditions
set forth in the Restated
Employment, dated as of February 5,
2003, as amended on March 29, 2004,
between Metrocall Holdings, Inc.,
Metrocall, Inc. and the Executive.8.
    
    Termination of Merger
Agreement or Failure to
Execute Contract:
    
    In the event the Effective Time
does not occur and the Merger
Agreement terminates pursuant to
Article VIII thereof or the Company
does not execute a definitive
employment agreement in accordance
with this term sheet, the terms of
employment contained herein shall
be null and void.