EX-10.2b
EXHIBIT 10.2b

                              EMPLOYMENT AGREEMENT


         This  Employment  Agreement  (the  "Agreement")  is entered  into as of
October 1, 1998 (the "Effective Date") between Richard L. Anderson  ("Employee")
and Antennas America, Inc., a Utah corporation (the "Company").  For purposes of
this Agreement,  each of Employee and the Company is individually referred to as
a "Party",  and  Employee and the Company are  referred to  collectively  as the
"Parties".

                                     Recital

         The Company desires to retain the services of Employee and Employee has
offered  to  provide  services  to the  Company  pursuant  to the  terms of this
Agreement.

                                    Agreement

         In consideration  of the premises and of the mutual covenants  included
in this Agreement, the Parties agree as follows:

         1. Services.  The Company  retains  Employee and Employee shall perform
services for the Company as set forth in this Agreement on behalf of the Company
for the period and under the terms and conditions set forth in this Agreement.

         2. Term. This Agreement shall be for the period (the "Term") commencing
on the Effective Date and ending December 31, 1999 subject,  however,  to review
and termination during the Term as provided herein.

         3. Duties.  Employee  shall  perform  the  following  services  for the
Company:

                  3.1. Employee shall serve as Vice  President-Administration of
the  Company,  or in such other  position  or  positions  as  determined  by the
Company's Board Of Directors (the "Board"), and in that capacity shall work with
the Company to pursue the Company's plans as directed by the Board.

                  3.2.   Employee  shall  perform  duties  consistent  with  his
position, subject to the direction of the Board Of Directors of the Company.

                  3.3. During the term of this Agreement,  Employee shall devote
all of Employee's  business time to the  performance of Employee's  duties under
this  Agreement.  Without  limiting  the  foregoing,  Employee  shall  be on the
Company's premises  performing services on behalf of the Company or traveling on
behalf  of the  Company  for at least 40 hours  per week and  Employee  shall be
available at the request of the Company at other times,  including  weekends and
holidays, to meet the needs and requests of the Company's customers.

                  3.4.  During  the term of this  Agreement,  Employee  will not
engage in any other activities or undertake any other  commitments that conflict
with or take priority over  Employee's  responsibilities  and obligations to the
Company  and  the  Company's  customers,   including  without  limitation  those
responsibilities and obligations incurred pursuant to this Agreement.

<PAGE>

         4.       Compensation.    The   Company  shall  pay  Employee  for  the
performance of services pursuant to this Agreement as follows:

                  4.1. The Company shall pay Employee,  in at least semi-monthly
installments,  for the  performance  of services  pursuant  to this  Agreement a
salary at the rate of not less than $57,500 per year.

                  4.2. Any payments  that the Company is required to make to the
Employee  pursuant to this Agreement shall be reduced by (i) such amounts as are
required to be withheld with respect to those amounts under and for the purposes
of any of the  applicable  tax and  other  laws or  regulations,  and (ii)  such
amounts as Employee may owe to the Company at any time and from time to time.

                  4.3.  Employee  shall be  eligible  for  participation  in any
present  or  future  incentive  compensation,  bonus  profit  sharing,  pension,
retirement,  stock option,  or stock purchase plan of the Company of which other
employees of the Company are generally eligible. It is understood, however, that
entitlements  that may accrue to the Employee  pursuant to such arrangements may
differ from those that accrue to other employees,  such differences  being based
on the discretion of the Board Of Directors.

         5.  Reimbursement  Of  Expenses.   Employee  shall  be  reimbursed  for
reasonable  expenses  incurred  on behalf of the Company in the  performance  of
Employee's  duties and  services  pursuant  to this  Agreement.  Employee  shall
provide  the  Company  with an  invoice  containing  a detailed  description  of
expenses  incurred by the 30th day  following  the  calendar  month in which the
expenses were  incurred on behalf of the Company.  The  description  of expenses
shall  contain  such  information  as may be  required  in order to permit  such
reimbursements  as proper  deductions to the Company under the Internal  Revenue
Code of 1986, as amended, and the rules and regulations adopted pursuant thereto
and in  effect at that  time.  The  Company  shall  pay this  invoice  within 20
business days of its receipt.

         6.       Additional Benefits.

                  6.1.  During  the Term of this  Agreement,  Employee  shall be
entitled to 10 days of paid  vacation,  five days of paid sick  leave,  and five
days of paid personal leave in accordance with the policies and practices of the
Company.  Employee's salary shall accrue during the time of Employee's vacation,
sick,  and personal  leave taken in accordance  with this Section 6.1.  Employee
shall provide the Company with at least 24 hours notice prior to Employee's  use
of personal leave days. Employee shall not be entitled to utilize personal leave
days on days on which  Employee's  services  are required by the Company to meet
the needs of the  Company's  customers  or where  the  Employee's  absence  will
otherwise  have a material  effect on the operations or business of the Company.
The use by Employee of a personal day in violation of the prior  sentence  shall
be a material breach of this Agreement and, in addition to any other rights that
the Company may have,  the Company  shall not be  obligated to pay any salary to
Employee for that personal leave day. Employee shall be entitled to receive such
additional vacation,  personal, and sick leave days as are provided to all other
management members of the Company.

<PAGE>

                  6.2.  Employee  and his family,  if any,  shall be entitled to
receive  such  benefits  under  medical  insurance  plans,  life and  disability
insurance and otherwise,  as are provided to all other salaried employees of the
Company.

                  6.3.  Employee  shall be  eligible  for  participation  in any
present  or  future  incentive  compensation,  bonus,  profit-sharing,  pension,
retirement,  stock option,  stock purchase,  insurance or other employee benefit
plans for which other employees of the Company are or shall become eligible.

                  6.4.  As  further  incentive  for  Employee's  performance  of
Employee's  obligations  pursuant to this Agreement,  the Company shall grant to
Employee  options to purchase up to 1,000,000  shares of Common Stock subject to
the restrictions  described as follows:  options to purchase 150,000 shares will
become  exercisable if the  Company has net  operating income (NOI),  determined
after  subtracting  interest  expense  but before  adding any income  related to
forgiveness  of  indebtedness  owed by the  Company,  of  between  $300,000  and
$599,000 in 1998,  options to purchase 300,000 shares will become exercisable if
1998 NOI is between  $600,000  and  $899,999,  and options to  purchase  500,000
shares  will become  exercisable  if 1998 NOI is at least  $900,000.  Options to
purchase an additional  500,000  shares will become  exercisable  if 1999 NOI is
between  $400,000 and $699,000;  options to purchase  300,000 shares will become
exercisable  if 1999 NOI is  between  $700,000  and  $999,999;  and  options  to
purchase  500,000  shares  will  become  exercisable  if  1999  NOI is at  least
$1,000,000.  These options will become exercisable upon the determination of the
respective  NOI and will  expire  two  years  after  becoming  exercisable.  The
exercise  price for these  options will be the greater of $.135 per share or the
fair market value of the Company's  Common Stock on the  Effective  Date of this
Agreement.  Upon the execution of this  Agreement by both Parties,  both Parties
shall execute the form of Option  Agreement  attached to and made a part of this
Agreement as Exhibit A with respect to these additional options. In the event of
a conflict between the terms of this Section 6.4 and the Option  Agreement,  the
terms of the Option Agreement shall rule.

         7.       Termination.

                  7.1. Employee may terminate this Agreement at any time without
further liability or obligation hereunder if the Company has breached a material
provision of this Agreement or the Company has otherwise materially breached any
other  obligation  to Employee,  such  termination  to be effected by Employee's
giving the Company  written  notice of termination at least 90 days prior to the
date for termination  and the Company's  failing to cure the breach prior to the
date set for termination in that notice.

                  7.2.  At the  option of the  Company,  this  Agreement  may be
terminated  for cause,  with such  termination  to be effected by the  Company's
giving  Employee  written  notice of  termination.  The term "for  cause"  shall
include  termination  of employment as a result of any of the  following:  (i) a
breach by Employee of a material  provision of this Agreement;  or (ii) a breach
by Employee  of any other  material  obligation  to the  Company;  or (iii) as a
result of a determination by the Board, acting reasonably, that the Employee has
(A)  committed a criminal act or an act  constituting  moral  turpitude,  or (B)
committed any fraudulent  act, or (C) breached the Employee's  fiduciary duty to
the Company.  If the Employee shall dispute the  determination by the Board, the
issue shall be submitted  promptly to a single arbitrator  pursuant to the rules
of the American  Arbitration  Association  whose decision as to whether  "cause"
existed justifying  termination of Employee's employment under this Section 7.2.
shall be final and binding. The fees for this arbitrator and any filing fees for
the  arbitration  shall be paid  one-half  by the  Company  and  one-half by the
Employee.

<PAGE>

                  7.3.  At the  option  of the  Company  this  Agreement  may be
terminated  immediately by the Company's giving written notice of termination to
Employee and by the Company's paying Employee's  compensation in accordance with
the terms of this  Agreement for a period  beginning on the date of  termination
and ending on the earlier to occur of 90 days after the date of termination  and
the end of the term of this  Agreement  in  accordance  with  Section  2 of this
Agreement.

                  7.4.  At the  option of the  Company,  this  Agreement  may be
terminated  within six months  after the date of a "Change  In  Control"  of the
Company,  as  defined  below,  by  giving  30  days'  prior  written  notice  of
termination to Employee.  A Change In Control shall mean the sale,  liquidation,
dissolution, consolidation, merger or other business combination of or involving
the Company,  or the change in ownership of more than 50 percent of the Company,
or the transfer of all or substantially all of the Company's assets.

                  7.5. This Agreement shall terminate upon the death of Employee
or if Employee becomes disabled. Employee shall be considered "disabled" if, and
on the date on which,  Employee  has been  unable to perform a  substantial  and
material portion of Employee's duties  hereunder,  for a period of 90 continuous
days, because of sickness, injury, or disability.

                  7.6. Upon Employee's death, any Option held by Employee at the
time of his death may be exercised by the estate or the personal  representative
of the estate of the  Optionee  within three months after the date of his death,
but only to the  extent  that (i) the Option was  exercisable  according  to its
terms of the date of Optionee's  death,  and (ii) the period for the exercise of
the Option has not terminated as of the date of the exercise.  Upon  termination
of the period  ending three  months  after  Employee's  death,  any  unexercised
portion of the Option shall expire.

                  7.6. In the event  Employee's  employment is terminated,  then
all unaccrued  salary  obligations  of the Company to Employee shall cease as of
the date of termination except as otherwise expressed herein.

         8. Corporate Data And Information.  Employee  understands that Employee
has access to certain  information  concerning the Company and its business that
is provided solely in connection  with  Employee's  employment with the Company.
Any other use of this  information  at any time during or after the term of this
Agreement is prohibited.  Further,  Employee  understands  that the Company is a
publicly  traded  company  and it is  important  for the  Company to protect the
rights  of  its  shareholders.  Employee  understands  that  applicable  federal
securities laws impose significant restrictions concerning the use or disclosure
of certain  non-public  information  in  general  and in buying or  selling,  or
discussing with others the possibility of buying or selling, the Company's stock
by persons who have access to material information  concerning the Company which
is  not  generally  available  to  members  of  the  general  public.   Employee
understands  that Employee is subject to these  restrictions and Employee agrees
that Employee  will not, and that  Employee will insure that any persons  having
access to such non-public information through Employee will not, buy or sell the
Company's  stock,  or discuss  with others any material  non-public  information
concerning the Company or the  possibility or  advisability of buying or selling
the Company's  stock, at any time that Employee  possesses  material  non-public
information  concerning  the Company.  During and after  Employee's  employment,
Employee  agrees that Employee will not at any time  disclose,  to any person or
entity for any reason or purpose whatsoever, nor use for Employee's own personal
benefit or the benefit of any person or entity,  any information  concerning the
financial  or business or other  operations  of the Company that is not publicly
known, provided that this restriction shall not apply to information required to
be disclosed under applicable laws, regulation, court order or subpoena to which
the Employee is subject. Upon the termination of the Employee's employment under
this  Agreement  for any reason,  the  Employee  hereby  agrees to return to the
Company all data and information  relating to the business of the Company or any
of its subsidiaries or affiliates that the Employee  obtained during or prior to
the time of  Employee's  employment.  It is expressly  agreed that the terms and
conditions  of this  Paragraph  8 shall  apply  after any  termination,  whether
voluntary or involuntary, of the Employee's employment under this Agreement.

<PAGE>

         9.       Representations And Warranties.

                  9.1.  The  Company  represents  and  warrants  to  Employee as
follows: (i) the Company has been duly formed as a corporation under the laws of
the  State of Utah;  and (ii) the  execution  of this  Agreement  has been  duly
authorized  by the  Company and does not require the consent of or notice to any
party not previously obtained or given.

                  9.2. Employee  represents and warrants to the Company that the
execution  of this  Agreement  and the  performance  of  Employee's  obligations
hereunder  does not require the consent of or notice to any party not previously
obtained  or  given,  and there is  nothing  that  prohibits  or  restricts  the
execution by Employee of this Agreement or his  performance  of the  obligations
hereunder.

         10.      Covenants.  Each of  Employee  and  the  Company  covenants to
diligently and skillfully do and perform the acts and duties required herein.

         11.      Miscellaneous.

                  11.1. Entire Agreement.  This Agreement constitutes the entire
Agreement  between  the  Parties  with  respect  to the  subject  matter of this
Agreement and supersedes all prior and  contemporaneous  agreements  between the
Parties with respect to the subject matter of this Agreement.

                  11.2. Notice. All notices, requests,  demands,  directions and
other communications  ("Notices")  concerning this Agreement shall be in writing
and shall be mailed or delivered  personally  or sent by telecopier or facsimile
to the  applicable  Party at the  address of such Party set forth  below in this
Section  11.2.  When  mailed,  each such  Notice  shall be sent by first  class,
certified mail, return receipt requested, enclosed in a postage prepaid wrapper,
and shall be effective on the fifth  business day after it has been deposited in
the mail.  When delivered  personally,  each such Notice shall be effective when
delivered  to the address  for the  respective  Party set forth in this  Section
11.2. When sent by telecopier or facsimile,  each such Notice shall be effective
on the day on which it is sent  provided  that it is sent on a business  day and
further  provided that it is sent prior to 5:00 p.m., local time of the Party to
whom the Notice is being sent, on that business day; otherwise, each such Notice
shall be effective on the first business day occurring after the Notice is sent.
Each such Notice shall be addressed to the Party to be notified as shown below:

<PAGE>

                  The Company:              Antennas America, Inc.
                                            4860 Robb Street, Suite 101
                                            Wheat Ridge, CO 80033
                                            Facsimile No. (303) 424-5085

                  Employee:                 Richard L. Anderson
                                            1597 So. Krameria St.
                                            Denver, CO 80224

Either Party may change its address for purposes of this Section 11.2. by giving
the other Party written notice of the new address in the manner set forth above.

                  11.3. Severability.  Whenever possible, each provision of this
Agreement  shall be  interpreted  in such a manner as to be effective  and valid
under  applicable law, and if any provision of this Agreement shall be or become
prohibited  or  invalid  in  whole or in part for any  reason  whatsoever,  that
provision  shall  be  ineffective  only to the  extent  of such  prohibition  or
invalidity  without  invalidating the remaining portion of that provision or the
remaining provisions of this Agreement.

                  11.4.  Non-Waiver.  The waiver of either  Party of a breach or
violation of any provision of this  Agreement  shall not operate or be construed
as a waiver of any  subsequent  breach or  violation  of any  provision  of this
Agreement.

                  11.5.   Amendment.   No  amendment  or  modification  of  this
Agreement  shall be deemed  effective  unless and until it has been  executed in
writing by the parties to this Agreement. No term or condition of this Agreement
shall be deemed to have been waived,  nor shall there be any estoppel to enforce
any provision of this  Agreement,  except by a written  instrument that has been
executed by the Party charged with such waiver or estoppel.

                  11.6.  Inurement.  This  Agreement  shall be binding upon, and
inure to the benefit of, Employee and the Company,  and their respective  heirs,
successors and assigns.  Notwithstanding the foregoing, this Agreement shall not
be assignable by either Party.  There are no third party  beneficiaries  to this
Agreement.

                  11.7.  Headings.  The  headings  in  this  Agreement  are  for
convenience  only;  they form no part of this Agreement and shall not affect its
interpretation.

         IN WITNESS  WHEREOF,  this Agreement is executed on the dates set forth
below to be effective as of the Effective Date.
                                           
                               EMPLOYEE:


Date:    October 1, 1998                /s/ Richard L. Anderson
     ------------------------  -------------------------------------------------
                               Richard L. Anderson, individually

                               ANTENNAS AMERICA, INC.:


Date:    October 1, 1998       By:      /s/ Randall P. Marx
     ------------------------     ----------------------------------------------
                                  Randall P. Marx, Chief Executive Officer