Exhibit
      10.1

    


    July
      25,
      2007

    


    Mr.
      Mark
      Hahn

    3225
      Mossy Ridge Ct.

    Raleigh,
      NC 27613


    


    Dear
      Mark:

    


    On
      behalf
      of GigaBeam Corporation (“GigaBeam” or “Company”), I am pleased to offer you the
      position of Vice President of Finance and Administration and Chief Financial
      Officer. The position will commence on or before August 14th,
      2007.
      This offer is valid through the end of the day on July 28th,
      2007.

    


    The
      following is a description of the terms and conditions of your
      employment.

    


    1. Title
      and Responsibility: As
      Vice
      President of Finance and Administration and Chief Financial Officer, you will
      be
      expected to perform as the senior financial executive for the Company operating
      within the guidelines and rules as set forth by the Securities and Exchange
      Commission and Sarbanes Oxley. You will be expected to build and lead a team
      to
      manage the day to day finance and administration requirements of the Company,
      accounting and reporting, on time SEC reporting and filings so that the business
      is at all times compliant. You will also be instrumental in assisting with
      the
      communication of our Company’s message and performance to our investor community
      through direct and indirect interactions as necessary. You will also have
      overall responsibility for Human Resources and Legal functions for the Company.
      You can also be expected to be assigned other responsibilities.

    


    2. Reporting
      to:
      S. Jay
      Lawrence - President and Chief Operating Officer and the Audit Committee for
      the
      Company

    


    3. Base
      Salary:        At
      the
      monthly rate $15,833.33, annualized to $190,000, to be paid in accordance with
      GigaBeam’s normal payroll practices and procedures. You will also be eligible to
      participate in bonus and incentive programs as outlined below.

    


    4. Bonus:                 Bonuses
      will be paid based on GigaBeam’s executive bonus program as set forth by the
      compensation committees of Board of Directors. Awarded bonuses will be paid
      annually unless special bonuses are granted.

    


    5. Salary
      and Bonus Reviews:
      Your
      salary, bonus and commission incentive plan will be reviewed annually. Your
      initial review will be on or about December 2007; and subsequent annual reviews
      will occur on or about December of each year. Any increase in compensation
      will
      be based on your performance and success in your role as Vice President of
      Finance and Administration and CFO and, at the sole discretion of the Company
      and based upon the performance of GigaBeam.

    


    6. Equity:                  Subject
      to approval by the Board of Directors, you will be eligible for Nonqualified
      Stock Options to purchase 125,000 shares of GigaBeam Common Stock at an exercise
      price to be set by the Board of Directors pursuant to our 2004 Stock Option
      Plan, as amended. The options will vest at 33 1/3% per year commencing on the
      first anniversary of the date of grant and will terminate ten years after the
      date of grant.

    


    7. Primary
      Work Location: GigaBeam’s
      headquarters are based at 4021 Stirrup Creek Dr., Suite 400, Durham, NC 27703.
      Travel will be required on occasion and you will be expected to purchase
      reasonable cost effective travel which will be reimbursed by the
      Company.

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    8. Other
      Benefits:  The
      Company has established a group health benefit program currently with United
      Health Care and a group dental plan currently with Guardian as well as
      Long  Term Disability Insurance and Life/AD&D Insurance in which you
      may participate if eligible under the terms of those programs/plans. These
      benefits and benefit  providers may change from time to time at the
      discretion of the Company. If you elect to participate in the group health
      and/or group dental program, your coverage  would commence on the first day
      of the month following your date of hire. The Company has seven (7) fixed
      holidays and three (3) floating holidays which you  choose and arrange with
      your supervisor for a total of ten (10) holidays in accordance with Company
      policy. You can find out more information on these plans from  Ann Graham
      at (240) 876-5132.

    


    9. Vacation:            
      You
      will
      receive four (4) weeks of paid vacation per year. Which will be earned at a
      rate
      of 13.33 hours/month in accordance with the Company’s vacation
      policy.

    


    In
      accordance with GigaBeam’s standard employment practices, you will be required
      to sign an agreement covering Company Information and Inventions, and Company
      policy statements related to insider trading, code of business conduct,
      corporate communications and other policies as established by the Company from
      time to time.

    


    Acknowledgment

    


    By
      signing below, you acknowledge your understanding that your employment
      relationship with GigaBeam is terminable at will. You further acknowledge your
      understanding that you are free to leave your employment at any time, for any
      reason, either with or without cause and with or without notice, and that
      GigaBeam retains the same right to end the employment relationship at any time,
      for any reason, either with or without cause, and with or without advance
      notice. Accordingly, this letter does not create a contract of employment.
      The
      at will nature of your employment with GigaBeam may only be altered if you
      and
      the Company agree do so by written agreement.

    


    This
      offer of employment will expire on Friday, July 20th
      at close
      of business. Please respond by email to me (jay.lawrence@gigabeam.com)
      and if
      acceptable, return a copy of this signed offer by overnight courier to GigaBeam
      Corporation, 4021 Stirrup Creek Dr. Suite 400, Durham, NC. Attn: Human
      Resournces.

    


    Mark,
      I
      look forward to having you join us, and I am confident that you will be an
      outstanding addition to the GigaBeam team. If you have any questions, please
      contact me at 858-414-3209 (Cell).

    


    Sincerely,

    


    GigaBeam
      Corporation

    
      	 	 	 	 
	By:
 /s/
              S. Jay Lawrence 7/25/07 	 	 	
            
	
              
                

              

            	 	 	
            


    

    S.
      Jay
      Lawrence

    President
      and Chief Operating Officer

    


    I
      understand and agree to the terms contained in this letter.

    


    Date:
       7/25/07

    


    Signature:
      /s/ Mark
      Hahn 
      
      
        

      

    

    Name:
      Mark Hahn