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                                                                EXHIBIT 10.18
                               EMPLOYEE AGREEMENT

This Agreement effective 9th September 1996, between Xybernaut Corporation, a
Delaware corporation located at 12701 Fair Lakes Circle, Suite 550, Fairfax, VA
22033 ("Company"), and Will Stackhouse, an individual residing at 1123 Stanford
Avenue, Redondo Beach, CA 90278-4039 ("Employee").

     WITNESSETH;

     WHEREAS Company and Employee desire to effect an employment arrangement
     under the terms and conditions contained in this Agreement;

     NOW THEREFORE, in consideration of the foregoing and the mutual covenants
     and promises made herein and for other good and valuable consideration, the
     receipt and sufficiency of which are hereby acknowledged, Company and
     Employee agree as follows:

1.   EMPLOYMENT.
     Company agrees to employ Employee as Vice President, Strategic Planning and
     Technology. Said employment shall start on September 9, 1996.

2.   TERM.
     2.1  The term of this Agreement shall be for a period of three (3) years
     commencing on the date of the execution of this Agreement unless terminated
     earlier in accordance with some other provision of this Agreement.
     2.2  After the initial three year period, this Agreement shall terminate
     unless mutually agreed upon to continue from year to year by the parties
     hereto or a new agreement is entered into by both parties.
     2.3  This Agreement may be terminated by either party upon sixty (60) days
     written notice to the other party.

3.   BASIC COMPENSATION.
     3.1  Except as described above, Company will pay to Employee for services
     rendered hereunder, a basic gross salary of $12,500 per month, payable
     monthly or more frequently in accordance with Company policy. Increase in
     base salary shall be negotiated each year but shall at least equal the
     national CPI.
     3.2  Company acknowledges and agrees to pay Employee his full basic salary
     during the term of this Agreement, so long as he is willing and able to
     perform his duties and obligations and has not defaulted under the terms of
     this or any other Agreement he signs with the Company.
     3.3  Company agrees that should the financial and business conditions of
     the company allow it, Employee shall be entitled to annual performance
     bonuses of up to 40% (the company target) of his base salary contingent on
     his individual contributions to the company.
     3.4  Company agrees that should the financial and business conditions of
     the company allow it, Employee has the potential to receive additional
     bonuses on a quarterly basis for exceptional achievement (e.g. Principal or
     key member of team negotiating outstanding contracts, strategic
     partnerships, mergers, acquisitions, and major funding, etc.)

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     3.5  As additional consideration, upon execution of this Agreement,
     Employee will be granted the option to purchase 10,000 vested shares of the
     Company's common stock at a strike price equal to the closing price per
     share of Company stock as of the date this Agreement is executed. Such
     option will expire ten (10) years after the date of grant.

4.   EQUITY POSITION.
     4.1  Company acknowledges and agrees to grant Employee options to purchase
     90,000 shares of its stock said options to be at a strike price equal to
     the closing price per share of Company stock as of the date this Agreement
     is executed, to vest monthly in equal shares over a five year (60 month)
     period; and subject to the same restrictions, if any, required of Company
     senior management. Such restrictions include the execution of a lockup
     agreement as was required of all stock holders by the underwriter for the
     Company's initial public offering and may include the placing of a portion
     of these shares into an escrow account established for officers, directors,
     and senior management pursuant to the initial public offering. Should
     Employee depart, with the company's agreement, prior to said three years,
     but with satisfactory performance, then all remaining unvested shares shall
     vest in accordance with the five year schedule, or sooner, at the option of
     Company.
     4.2  Company shall propose Employee for a seat on its Advisory Board and
     shall consider Employee for a position on its Board of Directors at a later
     time.

5.   DUTIES AND RESPONSIBILITIES OF EMPLOYEE.
     Employee shall devote substantially all his business time and attention to
     the practice of his profession for Company. Employee shall be Vice
     President of Strategic Planning and Technology. The expenditure of
     reasonable time for teaching, personal or outside business, charitable and
     professional activities shall not constitute a breach of this Agreement if
     such activities do not materially interfere with Employee's duties,
     responsibilities and obligations, as solely determined by Company. Employee
     specifically agrees to place his duties to Company above all other
     activities and will abandon or curtail outside activities if so directed by
     Company, if in Company's opinion these exists a conflict or other
     reasonable grounds for abandoning or curtailing such activities.

6.   AUTHORITY AND POWERS OF COMPANY.
     Company shall have the power to direct, control and supervise Employee's
     duties including the manner of, and time for, performing such duties.

7.   ALLOWANCES AND COMPANY-PROVIDED SERVICES.
     7.1  Company agrees to provide Employee with either an initial office
     set-up allowance or a West Coast office suite of equipment to include:  a
     portable computer, telephone, facsimile machine, e-mail, pertinent
     software, supplies, and other functional necessities to conduct business
     for Company while on the West Coast.
     7.2  Company agrees to provide Employee with an auto allowance, not to
     exceed $1,000 per month in accordance with Company policy, to include
     lease/purchase payment, insurance, maintenance, etc.

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8.   RELOCATION.
     Should relocation to Virginia or elsewhere be necessary, Company agrees to
     pay Employee, in accordance with company policy, all customary and usual
     moving expenses, to be approved in advance, including, but not limited to:
     moving, temporary housing, and reasonable loan and brokerage costs. Said
     allowance shall not exceed $50,000.

9.   HEALTH AND INSURANCE PLANS: FRINGE BENEFITS.
     Employee shall be provided coverage in Company's current medical, dental,
     and disability programs, as well as any corporate plans or agreements
     regarding life insurance, retirement, 401-K plans, matching savings plans,
     employee stock option plans, and other related fringe benefits in
     accordance with the company policy for each.

10.  VACATION AND OTHER TIME OFF.
     Employee will be entitled to a paid annual vacation of four weeks, in
     addition to sick leave and holidays, in accordance with general corporate
     policy.

11.  SEVERANCE.
     Employee will be entitled to severance pay after twelve months of
     employment with the company. In the event of severance after twelve months
     of employment, Employee shall be entitled to receive severance pay equal to
     four months of his full basic salary for each full year, or prorated
     portion thereof, of employment with the company. Said payment will be due
     sixty (60) days after the severance date.

12.  CHANGE IN CONTROL.
     A "change in control" of Company for purposes of this Agreement shall mean
     someone other than EDWARD NEWMAN serving as Company's Chairman of the Board
     of Directors, President or Chief Executive Officer. However, in the event
     of a change of control, Employee, in his sole discretion, shall have the
     right to terminate this Agreement and shall be entitled to severance pay
     equal to the greater of the amount of compensation received by Employee
     during the previous two (2) calendar years of the term of this Agreement,
     or two (2) times the amount of compensation due to Employee at the end of
     the then current fiscal year. All unvested stock options held by Employee
     at the time of such change in control shall vest immediately.

13.  MISCELLANEOUS.
     13.1  Employee agrees to sign and be bound by Company's Confidentiality
     Agreement.
     13.2  This Agreement may be altered, amended, or changed only through
     mutual written agreement of the parties involved.
     13.3  This Agreement constitutes the entire understanding between the
     parties with respect to the employment of Employee by Company.
     13.4  This Agreement may be modified only with the written consent of both
     parties.

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14.  RIGHTS AND OBLIGATIONS.

     The rights and obligations under this Agreement shall in all respects be
     governed by the laws of the Commonwealth of Virginia and the venue in any
     legal action shall exist exclusively in the appropriate courts of Fairfax
     County, Commonwealth of Virginia.

     IN WITNESS WHEREOF the Parties hereto set their hands;

     COMPANY

     By:   /s/ EDWARD G. NEWMAN
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     Edward G. Newman
     President & CEO

     Date        Sept. 9th 1996
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     By:   /s/ STEVEN A. NEWMAN
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     Steven A. Newman
     Director

     Date        Sept. 9th 1996
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     EMPLOYEE

     By:    /s/ WILL STACKHOUSE
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     Will Stackhouse

     Date      10 September 1996
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