**Exhibit
      10.28**




**[ION
      LETTERHEAD]**




December
      19, 2007




Norm
      Corn


Chief
      Executive Officer


[Address]


[City,
      State Zip]





Dear
      Norm:




The
      purpose of this letter is to clarify your relationship with Ion Networks,
      Inc.(the “Company”) in the 6 months from the closing of the sale of
      substantially all of the assets ( the “Sale”) of the Company to Cryptek,
      Inc.(“Cryptek”). You will continue to serve as Chief Executive Officer of the
      Company at your current salary with all benefits that are provided to you by
      the
      Company through its relationship with Adminstaff. In addition to your services
      listed below, you will continue to administer the public filings of the Company,
      subject to review by the Board of Directors of the Company (the “Board”), as
      well as with the Company’s accountants and attorneys. Such filings will include,
      without limitation, filings required as a result of the Sale. In light of the
      changed direction of the Company as contemplated by the Proxy Statement dated
      December 11, 2007 presented to shareholders, your services will now include
      your
      active involvement in the potential utilization of the Company’s public company
      status in order to effectuate a merger, consolidation, combination, exchange
      of
      shares or other possible transaction (the “Transaction”) with an unaffiliated
      third party. In connection therewith, you will work with Mr. Patrick Delaney,
      the Company’s Chief Financial Officer, the Board, the Company’s attorneys and
      accountants and, if called for by the Board, any investment banker offering
      advice and/or fairness opinions to consummate the Transaction. The Company
      also
      recognizes that despite your best efforts, a Transaction may not be completed
      for any number of reasons, including a decision by the Board that it is not
      in
      the best interests of the Company’s shareholders. If that is the case, you will
      work, if and to the extent directed by the Board, to take such other and further
      actions, including the distribution of the remaining cash proceeds of the Sale
      to the shareholders of the Company and to effectuate an ordinary liquidation
      of
      the Company, including deregistering the Company as a public company. Towards
      that end, you will keep the Board current on the budgetary requirements of
      the
      Company and will make provision for payment of the net proceeds distributable
      to
      stockholders in accordance with the Company’s Articles of Incorporation, as
      determined by the Board in conjunction with legal counsel.









If
      for
      any reason, the closing of the Sale to Cryptek does not occur on or before
      January 31, 2008, this letter agreement will be null and void.




It
      is
      recognized and agreed that your current agreements with Company provide for
      a
      severance payment under certain circumstances (the “Severance”). It is agreed
      that 50% of such entitlement will be paid within 3 business days of the closing
      of the Sale and that 50% will be paid at the expiration of the term of this
      engagement. The Company further agrees that if the Board determines that you
      have completed your duties before the expiration of the six month engagement,
      it
      will pay you your remaining salary for the six month term and the second half
      of
      the severance payment at or about the time of such determination.




Provided
      that the Company complies with the terms hereof, you waive any other or further
      claim with respect to the Severance, or any other claim to compensation or
      benefits except as provided herein. The Company recognizes that although the
      foregoing is intended to be your primarily responsibility for the next 6 months,
      it may not require your full time and attention. Recognizing this possibility,
      the Company consents in your engaging in other activates that are not in any
      way
      in conflict with the responsibilities set forth above and that will not detract
      from the time and energies needed to fulfill your obligations to the Company.
      You acknowledge that you have the opportunity to carefully review the above,
      and
      if you deem appropriate to seek your own legal advice and counsel in connection
      with this agreement. This agreement shall be governed by and construed in
      accordance with the laws of the State of New Jersey and may not be amended
      except by a duly executed amendment singed by the parties.




**ION
                NETWORKS, INC.**By:
            /s/ Stephen M. Deixler/s/
              Norm CornNorm
              Corn