EXHIBIT 10.15

                         EXECUTIVE EMPLOYMENT AGREEMENT

      This Executive Employment Agreement (this "Agreement") is made as of the
20th day of February, 2004 by and among Mobilepro Corp., a Delaware corporation
(the "Company"), and Kurt B. Gordon, a natural person, residing in Virginia
("Mr. Gordon").

      WHEREAS, the Company wishes to employ Mr. Gordon as its Chief Financial
Officer and Mr. Gordon wishes to accept such employment;

      WHEREAS, the Company and Mr. Gordon wish to set forth the terms of Mr.
Gordon's employment and certain additional agreements between Mr. Gordon and the
Company.

      NOW, THEREFORE, in consideration of the foregoing recitals and the
representations, covenants and terms contained herein, the parties hereto agree
as follows:

      1. EMPLOYMENT PERIOD

            The Company will employ Mr. Gordon, and Mr. Gordon will serve the
Company, under the terms of this Agreement commencing March 1, 2004 (the
"Commencement Date") for a term of twenty-four (24) months unless earlier
terminated under Section 4 hereof. The period of time between the commencement
and the termination of Mr. Gordon's employment hereunder shall be referred to
herein as the "Employment Period."

      2. DUTIES AND STATUS

            The Company hereby engages Mr. Gordon as its Chief Financial Officer
on the terms and conditions set forth in this Agreement. During the term of the
Employment Period, Mr. Gordon shall report directly to the Chief Executive
Officer of the Company and shall exercise such authority, perform such executive
functions and discharge such responsibilities as are reasonably associated with
Mr. Gordon's position, commensurate with the authority vested in Mr. Gordon
pursuant to this Agreement and consistent with the governing documents of the
Company. These duties include, but are not limited to: (i) being responsible for
all the financial, accounting and related aspects of the Company, including the
preparation and filing of the Company's SEC filings; (ii) managing the Company's
outside auditors and the audit process of the Company and companies which the
Company or its affiliates acquires; (iii) assisting the CEO in seeking and
closing acquisitions for the Company to grow the Company's revenues and earnings
per share; (iv) working with the CEO to build the Company's presence on "Wall
Street" and otherwise identifying and closing sources of capital to help build
the Company's business; (v) identifying and recruiting additional personnel to
build the Company; and (vi) handling such other leadership, administrative and
managerial roles as is customary and appropriate for a company's Chief Financial
Officer.


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      3. COMPENSATION AND BENEFITS

            (a)   Salary. During the Employment Period, the Company shall pay to
                  Mr. Gordon, as compensation for the performance of his duties
                  and obligations under this Agreement, a base salary of
                  Thirteen Thousand Dollars ($13,000) per month, payable
                  semi-monthly. The base salary will be increased to Fifteen
                  Thousand Dollars ($15,000) per month in the month following
                  the Company achieving an annualized gross revenue run rate of
                  $6 million.

            (b)   Bonus. During the Employment Period, Mr. Gordon shall be
                  entitled to a bonus equal to one percent (1%) of the revenues
                  for the most recent twelve (12) month period of each
                  acquisition made by the Company during the Employment. Bonuses
                  shall be paid in cash on all acquisitions closed after
                  February 20, 2004. An acquisition shall be deemed "made" if a
                  definitive agreement is executed during the Employment Period
                  and the transaction closes within six (6) months after the
                  definitive agreement is executed.

            (c)   Equity. As partial consideration for entering into this
                  Agreement, the Company hereby grants Mr. Gordon a warrant to
                  acquire six million five hundred thousand (6,500,000) shares
                  of the Company's common stock at an exercise price or $0.018
                  per share (the "Warrant Shares") to vest as follows. (i) five
                  hundred thousand (500,000) Warrant Shares on March 1, 2004;
                  (2) three million seven hundred fifty thousand (3,750,000)
                  Warrant Shares ratably over the remaining twenty-four (24)
                  months of the Agreement, or immediately if Mr. Gordon's
                  employment is terminated without cause or for good reason (as
                  described in Section 4 hereof) or due to a change in control,
                  sale of a majority of the common stock or substantially all of
                  the assets of the Company or merger of the Company into or
                  with another company (unless such company is less than ninety
                  percent (90%) of the size (measured by market value) of the
                  Company) or reverse merger with another company; and (iii) two
                  million two hundred and fifty thousand (2,250,000) Warrant
                  Shares vest immediately upon the Company achieving a $25
                  million market cap for ten (10) consecutive trading days and a
                  price per share of not less than $0.07. The Warrant Shares
                  granted hereunder must be exercised by the tenth anniversary
                  of the date of vesting or shall be forfeited by Mr. Gordon.
                  All Warrant Shares granted hereunder shall have a "cashless"
                  exercise provision which enables Mr. Gordon to give up a
                  portion of his Warrant Shares in order to exercise others
                  without paying cash for them. Further, the number, kind and
                  strike price of the stock Warrant Shares granted hereunder
                  shall be appropriately and equitably adjusted to reflect any
                  stock dividend, stock split, spin-off, split-off,
                  extraordinary cash dividend, recapitalization,
                  reclassification or other major corporate action affecting the
                  stock of the Company to the end that after such event Mr.
                  Gordon's proportionate interest in the Company shall be
                  maintained as before the occurrence of such event. Mr. Gordon
                  shall also receive payment of any cash dividend or stock
                  dividend declared and paid by the Company as if Mr. Gordon had
                  already exercised all of his Warrant Shares, including
                  unvested Warrant Shares.



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            (d)   Other Benefits. During the Employment Period, Mr. Gordon shall
                  be entitled to participate in all of the employee benefit
                  plans, programs and arrangements of the Company in effect
                  during the Employment Period which are generally available to
                  senior executives of the Company, subject to and on a basis
                  consistent with the terms, conditions and overall
                  administration of such plans, programs and arrangements. In
                  addition, during the Employment Period, Mr. Gordon shall be
                  entitled to fringe benefits and perquisites comparable to
                  those of other senior executives of the Company including, but
                  not limited to, ten (10) days of vacation pay plus five (5)
                  sick/personal days, to be used in accordance with the
                  Company's vacation pay policy for senior executives.

            (e)   Business Expenses. During the Employment Period, the Company
                  shall promptly reimburse Mr. Gordon for all appropriately
                  documented, reasonable business expenses incurred by Mr.
                  Gordon in the performance of his duties under this Agreement,
                  including telecommunications expenses and travel expenses.

            (f)   Office. During the Employment Period, the Company shall
                  provide an office at a place mutually agreeable to Mr. Gordon
                  and the Company and, to the extent that the Company's budget
                  allows, secretarial assistance to Mr. Gordon suitable to Mr.
                  Gordon's position as the Company's Chief Financial Officer.
                  Mr. Gordon agrees that the Company's existing offices at 6701
                  Democracy Boulevard, Bethesda, Maryland 20817 are sufficient
                  to satisfy this convenant.

      4. TERMINATION OF EMPLOYMENT

            (a)   Termination for Cause. The Company may terminate Mr. Gordon's
                  employment hereunder for Cause (defined below). For purposes
                  of this Agreement and subject to Mr. Gordon's opportunity to
                  cure as provided in Section 4(c) hereof, the Company shall
                  have Cause to terminate Mr. Gordon's employment hereunder if
                  such termination shall be the result of:



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                  (i) a material breach of fiduciary duty or material breach of
                  the terms of this Agreement or any other agreement between Mr.
                  Gordon and the Company (including without limitation any
                  agreements regarding confidentiality, inventions assignment
                  and non-competition), which, in the case of a material breach
                  of the terms of this Agreement or any other agreement, remains
                  uncured for a period of thirty (30) days following receipt of
                  written notice from the Board specifying the nature of such
                  breach;

                  (ii) the commission by Mr. Gordon of any act of embezzlement,
                  fraud, larceny or theft on or from the Company;

                  (iii) substantial and continuing neglect or inattention by Mr.
                  Gordon of the duties of his employment or the willful
                  misconduct or gross negligence of Mr. Gordon in connection
                  with the performance of such duties which remains uncured for
                  a period of thirty (30) days following receipt of written
                  notice from the Board specifying the nature of such breach;

                  (iv) the commission by Mr. Gordon of any crime involving moral
                  turpitude or a felony; and

                  (v) Mr. Gordon's performance or omission of any act which, in
                  the judgment of the Board, if known to the customers, clients,
                  stockholders or any regulators of the Company, would have a
                  material and adverse impact on the business of the Company.

            (b)   Termination for Good Reason. Mr. Gordon shall have the right
                  at any time to terminate his employment with the Company upon
                  not less than thirty (30) days prior written notice of
                  termination for Good Reason (defined below). For purposes of
                  this Agreement and subject to the Company's opportunity to
                  cure as provided in Section 4(c) hereof, Mr. Gordon shall have
                  Good Reason to terminate his employment hereunder if such
                  termination shall be the result of:

                  (i)   The breach by the Company of any material provision of
                        this Agreement; or

                  (ii)  A requirement by the Company that Mr. Gordon perform any
                        act or refrain from performing any act that would be in
                        violation of any applicable law.

            (c)   Notice and Opportunity to Cure. Notwithstanding the foregoing,
                  it shall be a condition precedent to the Company's right to
                  terminate Mr. Gordon's employment for Cause and Mr. Gordon's
                  right to terminate for Good Reason that (i) the party seeking
                  termination shall first have given the other party written
                  notice stating with specificity the reason for the termination
                  ("breach") and (ii) if such breach is susceptible of cure or
                  remedy, a period of fifteen (15) days from and after the
                  giving of such notice shall have elapsed without the breaching
                  party having effectively cured or remedied such breach during
                  such 15-day period, unless such breach cannot be cured or
                  remedied within fifteen (15) days, in which case the period
                  for remedy or cure shall be extended for a reasonable time
                  (not to exceed an additional thirty (30) days) provided the
                  breaching party has made and continues to make a diligent
                  effort to effect such remedy or cure.



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            (d)   Voluntary Termination. At the election of Mr. Gordon, upon not
                  less than sixty (60) days prior written notice of termination
                  other than for Good Reason.

            (e)   Termination Upon Death or Permanent and Total Disability. The
                  Employment Period shall be terminated by the death of Mr.
                  Gordon. The Employment Period may be terminated by the Board
                  of Directors of the Company if Mr. Gordon shall be rendered
                  incapable of performing his duties to the Company by reason of
                  any medically determined physical or mental impairment that
                  can be reasonably expected to result in death or that can be
                  reasonably be expected to last for a period of either (i) six
                  (6) or more consecutive months from the first date of Mr.
                  Gordon's absence due to the disability or (ii) nine (9) months
                  during any twelve-month period (a "Permanent and Total
                  Disability"). If the Employment Period is terminated by reason
                  of a Permanent and Total Disability of Mr. Gordon, the Company
                  shall give thirty (30) days' advance written notice to that
                  effect to Mr. Gordon.

            (f)   Termination Without Cause. At the election of the Company,
                  otherwise than for Cause, upon not less than sixty (60) days
                  written notice of termination.

            (g)   Termination for Business Failure. Anything contained herein to
                  the contrary notwithstanding, in the event the Company's
                  business is discontinued because continuation is rendered
                  impracticable by substantial financial losses, lack of
                  funding, legal decisions, administrative rulings, declaration
                  of war, dissolution, national or local economic depression or
                  crisis or any reasons beyond the control of the Company, then
                  this Agreement shall terminate as of the day the Company
                  determines to cease operation with the same force and effect
                  as if such day of the month were originally set as the
                  termination date hereof. In the event this Agreement is
                  terminated pursuant to this Section 4(g), the Executive will
                  not be entitled to severance pay.



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      5.    CONSEQUENCES OF TERMINATION

            (a)   Without Cause or for Good Reason. In the event of a
                  termination of Mr. Gordon's employment during the Employment
                  Period by the Company other than for Cause pursuant to Section
                  4(f) or by Mr. Gordon for Good Reason pursuant to Section 4(b)
                  (e.g., due to a Change of Control of the Company, where Change
                  of Control means: (i) the acquisition (other than from the
                  Company) in one or more transactions by any Person, as defined
                  in this Section 5(a), of the beneficial ownership (within the
                  meaning of Rule 13d-3 promulgated under the Securities
                  Exchange Act of 1934, as amended) of 50% or more of (A) the
                  then outstanding shares of the securities of the Company, or
                  (B) the combined voting power of the then outstanding
                  securities of the Company entitled to vote generally in the
                  election of directors (the "Company Voting Stock"); (ii) the
                  closing of a sale or other conveyance of all or substantially
                  all of the assets of the Company; or (iii) the effective time
                  of any merger, share exchange, consolidation, or other
                  business combination of the Company if immediately after such
                  transaction persons who hold a majority of the outstanding
                  voting securities entitled to vote generally in the election
                  of directors of the surviving entity (or the entity owning
                  100% of such surviving entity) are not persons who,
                  immediately prior to such transaction, held the Company Voting
                  Stock; provided, however, that a -------- ------- Change of
                  Control shall not include a public offering of capital stock
                  of the Company. For purposes of this Section 5(a), a "Person"
                  means any individual, entity or group within the meaning of
                  Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of
                  1934, as amended, other than: employee benefit plans sponsored
                  or maintained by the Company and corporations controlled by
                  the Company, the Company shall pay Mr. Gordon (or his estate)
                  and provide him with the following:

                  (i)   Lump-Sum Payment. A lump-sum cash payment, payable ten
                        (10) days after Mr. Gordon's termination of employment,
                        equal to the sum of the following:

                        (A)   Salary. The equivalent of six months (the
                              "Severance Period") of Mr. Gordon's then-current
                              base salary; plus

                        (B)   Earned but Unpaid Amounts. Any previously earned
                              but unpaid salary through Mr. Gordon's final date
                              of employment with the Company, and any previously
                              earned but unpaid bonus amounts prior to the date
                              of Mr. Gordon's termination of employment.


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                        (C)   Equity. All Warrant Shares vested at time of
                              termination shall be retained by Mr. Gordon. All
                              unvested Warrant Shares shall immediately vest and
                              be retained by Mr. Gordon. Mr. Gordon shall have
                              the benefit of the full ten year option period to
                              exercise such Warrant Shares.


                  (ii)  Other Benefits. The Company shall provide continued
                        coverage for the Severance Period under all health,
                        life, disability and similar employee benefit plans and
                        programs of the Company on the same basis as Mr. Gordon
                        was entitled to participate immediately prior to such
                        termination, provided that Mr. Gordon's continued
                        participation is possible under the general terms and
                        provisions of such plans and programs. In the event that
                        Mr. Gordon's participation in any such plan or program
                        is barred, the Company shall use its commercially
                        reasonable efforts to provide Mr. Gordon with benefits
                        substantially similar (including all tax effects) to
                        those which Mr. Gordon would otherwise have been
                        entitled to receive under such plans and programs from
                        which his continued participation is barred. In the
                        event that Mr. Gordon is covered under substitute
                        benefit plans of another employer prior to the
                        expiration of the Severance Period, the Company will no
                        longer be obligated to continue the coverages provided
                        for in this Section 5(a)(ii).

            (b)   Other Termination of Employment. In the event that Mr.
                  Gordon's employment with the Company is terminated during the
                  Employment Period by the Company for Cause (as provided for in
                  Section 4(a) hereof) or by Mr. Gordon other than for Good
                  Reason (as provided for in Section 4(b) hereof), the Company
                  shall pay or grant Mr. Gordon any earned but unpaid salary,
                  bonus, and Warrant Shares through Mr. Gordon's final date of
                  employment with the Company, and the Company shall have no
                  further obligations to Mr. Gordon.

            (c)   Withholding of Taxes. All payments required to be made by the
                  Company to Mr. Gordon under this Agreement shall be subject
                  only to the withholding of such amounts, if any, relating to
                  tax, excise tax and other payroll deductions as may be
                  required by law or regulation.

            (d)   No Other Obligations. The benefits payable to Mr. Gordon under
                  this Agreement are not in lieu of any benefits payable under
                  any employee benefit plan, program or arrangement of the
                  Company, except as specifically provided herein, and Mr.
                  Gordon will receive such benefits or payments, if any, as he
                  may be entitled to receive pursuant to the terms of such
                  plans, programs and arrangements. Except for the obligations
                  of the Company provided by the foregoing and this Section 5,
                  the Company shall have no further obligations to Mr. Gordon
                  upon his termination of employment.



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            (e)   No Mitigation or Offset. Mr. Gordon shall have no obligation
                  to mitigate the damages provided by this Section 5 by seeking
                  substitute employment or otherwise and there shall be no
                  offset of the payments or benefits set forth in this Section 5
                  except as provided in Section 5(a)(ii).

      6. GOVERNING LAW

      This Agreement and the rights and obligations of the parties hereto shall
be construed in accordance with the laws of the State of Maryland, without
giving effect to the principles of conflict of laws.

      7. INDEMNITY AND INSURANCE

      The Company shall indemnify and save harmless Mr. Gordon for any liability
incurred by reason of any act or omission performed by Mr. Gordon while acting
in good faith on behalf of the Company and within the scope of the authority of
Mr. Gordon pursuant to this Agreement and to the fullest extent provided under
the Bylaws, the Certificate of Incorporation and the General Corporation Law of
the State of Delaware, except that Mr. Gordon must have in good faith believed
that such action was in, or not opposed to, the best interests of the Company,
and, with respect to any criminal action or proceeding, had no reasonable cause
to believe that such conduct was unlawful

      The Company shall provide that Mr. Gordon is covered by any Directors and
Officers insurance that the Company provides to other senior executives and/or
board members.

      8. NON-DISPARAGEMENT

      At all times during the Employment Period and for a period of five (5)
years thereafter (regardless of how Mr. Gordon's employment was terminated), Mr.
Gordon shall not, directly or indirectly, make (or cause to be made) to any
person any disparaging, derogatory or other negative or false statement about
the Company (including its products, services, policies, practices, operations,
employees, sales representatives, agents, officers, members, managers, partners
or directors).



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      9. COOPERATION WITH THE COMPANY AFTER TERMINATION OF EMPLOYMENT

      Following termination of Mr. Gordon's employment for any reason, Mr.
Gordon shall fully cooperate with the Company in all matters relating to the
winding up of Mr. Gordon's pending work on behalf of the Company including, but
not limited to, any litigation in which the Company is involved, and the orderly
transfer of any such pending work to other employees of the Company as may be
designated by the Company. Following any notice of termination of employment by
either the Company or Mr. Gordon, the Company shall be entitled to such full
time or part time services of Mr. Gordon as the Company may reasonably require
during all or any part of the sixty (60)-day period following any notice of
termination, provided that Mr. Gordon shall be compensated for such services at
the same rate as in effect immediately before the notice of termination.

      10. LOCK-UP PERIOD AND VOLUME LIMITATION.

      Mr. Gordon agrees that he will not sell or otherwise transfer or dispose
of any shares of the Company's common stock that he owns or is entitled to
receive following the exercise of any Warrant Shares or convertible securities
that he may receive following the Commencement Date until September 1, 2004. Mr.
Gordon also agrees that he will not sell or otherwise transfer or dispose of
more than one million (1,000,000) shares of the Company's common stock during
any calendar quarter thereafter during the Employment Period.

      11. NOTICE

      All notices, requests and other communications pursuant to this Agreement
shall be sent by overnight mail to the following addresses:

      If to Mr. Gordon:

            Kurt B. Gordon

            Phone:
            Email:

      If to the Company:

            Mobilepro Corp.
            Attn:  CEO
            6701 Democracy Blvd.
            Suite 300
            Rockville, Maryland 20817
            Phone:  301.315.9040



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      12. WAIVER OF BREACH

      Any waiver of any breach of this Agreement shall not be construed to be a
continuing waiver or consent to any subsequent breach on the part of either Mr.
Gordon or of the Company.

      13. NON-ASSIGNMENT / SUCCESSORS

      Neither party hereto may assign his or its rights or delegate his or its
duties under this Agreement without the prior written consent of the other
party; provided, however, that (i) this Agreement shall inure to the benefit of
and be binding upon the successors and assigns of the Company upon any sale or
all or substantially all of the Company's assets, or upon any merger,
consolidation or reorganization of the Company with or into any other
corporation, all as though such successors and assigns of the Company and their
respective successors and assigns were the Company; and (ii) this Agreement
shall inure to the benefit of and be binding upon the heirs, assigns or
designees of Mr. Gordon to the extent of any payments due to them hereunder. As
used in this Agreement, the term "Company" shall be deemed to refer to any such
successor or assign of the Company referred to in the preceding sentence.

      14. SEVERABILITY

      To the extent any provision of this Agreement or portion thereof shall be
invalid or unenforceable, it shall be considered deleted there from and the
remainder of such provision and of this Agreement shall be unaffected and shall
continue in full force and effect.

      15. COUNTERPARTS

      This Agreement may be executed in one or more counterparts, each of which
shall be deemed to be an original but all of which together will constitute one
and the same instrument.

      16. ARBITRATION

      Mr. Gordon and the Company shall submit to mandatory and exclusive binding
arbitration, any controversy or claim arising out of, or relating to, this
Agreement or any breach hereof where the amount in dispute is greater than or
equal to Fifty Thousand Dollars ($50,000), provided, however, that the parties
retain their right to, and shall not be prohibited, limited or in any other way
restricted from, seeking or obtaining equitable relief from a court having
jurisdiction over the parties. In the event the amount of any controversy or
claim arising out of, or relating to, this Agreement, or any breach hereof, is
less than Fifty Thousand Dollars ($50,000), the parties hereby agree to submit
such claim to mediation. Such arbitration shall be governed by the Federal
Arbitration Act and conducted through the American Arbitration Association
("AAA") in the District of Columbia, before a single neutral arbitrator, in
accordance with the National Rules for the Resolution of Employment Disputes of
the American Arbitration Association in effect at that time. The parties may
conduct only essential discovery prior to the hearing, as defined by the AAA
arbitrator. The arbitrator shall issue a written decision which contains the
essential findings and conclusions on which the decision is based. Mediation
shall be governed by, and conducted through, the AAA. Judgment upon the
determination or award rendered by the arbitrator may be entered in any court
having jurisdiction thereof.



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      17. ENTIRE AGREEMENT

      This Agreement and all schedules and other attachments hereto constitute
the entire agreement by the Company and Mr. Gordon with respect to the subject
matter hereof and, except as specifically provided herein, supersedes any and
all prior agreements or understandings between Mr. Gordon and the Company with
respect to the subject matter hereof, whether written or oral. This Agreement
may be amended or modified only by a written instrument executed by Mr. Gordon
and the Company.

      IN WITNESS WHEREOF, the parties have executed this Agreement as of
February 20, 2004.


   KURT B. GORDON                   MOBILEPRO CORP.

   /s/ Kurt B. Gordon               By:/s/ Jay O. Wright
   ----------------------           ------------------------------------------
                                    Its: President and Chief Executive Officer






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