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                                                                    Exhibit 10.3


                              EMPLOYMENT AGREEMENT

     AGREEMENT made as of the 1st day of January, 1999, by and between WILTEK,
INC., a Connecticut corporation, with its principal offices located at 542
Westport Avenue, Norwalk CT 06851 (the "Company") and David P. Holst-Grubbe, an
individual, residing at 58 Suncrest Court, Torrington, Connecticut 06790 (the
"Employee").


                              W I T N E S S E T H:
                              --------------------

     WHEREAS, the Company desires that the Employee shall be employed by the
Company, and the Employee is desirous of such employment, upon the terms and
conditions set forth in this Agreement.

     NOW, THEREFORE, in consideration of the foregoing and the mutual covenants
and agreements contained herein, the parties hereto agree as follows:


        1.    Defining Terms.  As used in this Agreement, the following terms 
              --------------   
shall have the following meanings:

               (a)  "Company" shall mean and include Wiltek, Inc., and its
                    parents, subsidiaries and affiliates and the respective
                    successors and assigns of any of them, whether now existing
                    or hereafter arising: provided, however, that references to
                    the Company in Paragraphs 6, 7 and 9 of this Agreement shall
                    be limited solely to Wiltek, Inc.

               (b)  "Customer" shall mean any individual, firm, partnership,
                    corporation, company, joint venture or governmental or
                    military unit or any other entity or any parent, subsidiary
                    or affiliate of any of them which is negotiating or has a
                    contract with the Company for the purchase or lease of the
                    Company's equipment, products or services or which has been
                    solicited by the Company with respect to such purchase or
                    lease during the Employee's employment with the Company.

               (c)  "Confidential Information" shall mean information concerning
                    the Company, its products, processes and services and its
                    customers, suppliers, contractors, agents, consultants and
                    employees (herein-after referred to as "Company
                    Affiliates"), including, but not limited to, information
                    relating to research, development, inventions, manufacture,
                    purchasing, accounting, finances, costs, profit margins,
                    patents, methods, programs, apparatus, engineering,
                    marketing, merchandising, selling, Customer lists, Customer
                    requirements and personnel, pricing, 

                                       28
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                    pricing methods and data processing and any other materials
                    or information, heretofore or hereafter during the term of
                    this Agreement, conceived, designed, created, used or
                    developed by or relating to the Company or any of the
                    Company Affiliates; provided, however, that Confidential
                    Information shall not include any information which may be
                    in the public domain or come into the public domain not as a
                    result of a breach by the Employee of any of the terms and
                    provisions of this Agreement.

               (d)  "Proprietary Property" shall mean discoveries, concepts and
                    ideas and expressions thereof, whether or not subject to
                    patent, copyright, trademark, trade name or service mark
                    protection, including, but not limited to, software,
                    services, processes, methods, formulae, techniques,
                    apparatus, designs and writings as well as improvements
                    thereon, revisions thereof and know-how related thereto,
                    concerning any present or future activities of the Company;
                    provided, however, that Proprietary Property shall not
                    include anything which may be in the public domain or come
                    into the public domain not as a result of a breach by the
                    Employee of any of the terms and provisions of this
                    Agreement.

               (e)  "Competing Product" shall mean any product, process or
                    service of any person or legal entity other than the
                    Company, in existence or under development, which, during
                    the term of this Agreement, competes with or is an
                    alternative to any present or future product, process, or
                    service of the Company whether or not actively marketed by
                    the Company.

               (f)  "Competing Organization" shall mean any person or legal
                    entity engaged in, about to engage in or intending to engage
                    in research on or development, use, production, marketing,
                    or selling of a Competing Product.

     2.   Employment.  The Company hereby employs the Employee, and the Employee
          ----------                                                            
hereby accepts such employment, upon the terms and conditions set forth in this
Agreement.

     3.   Duties.  The Employee shall be employed by the Company as Vice
          ------                                                        
President and he shall perform such duties and render such services consistent
therewith as may from time to time be required of him by the President of the
Company.

     4.   Extent of Service.  During the term of his employment, the Employee
          -----------------                                                  
agrees that (a) he will serve the Company faithfully, diligently and to the best
of his ability under the direction of the Chairman or the Board of Directors of
the Company; (b) he will devote his best efforts and substantially  his entire
working time, attention and energy to the performance of his duties hereunder
and to promoting and furthering the interests of the Company, taking, however,
from time to time, reasonable vacations consistent with the performance of his
obligations hereunder, and (c) he will not, without the prior written approval
of the President of the Company, which approval shall not be unreasonably
withheld, become an officer, director, employee or consultant of, or otherwise
become associated with or engaged in, any business other than that of the
Company, and he will do nothing inconsistent with his duties to the Company.

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     5.   Terms of Employment.  The term of employment of the Employee under
          -------------------                                               
this Agreement shall be for a period commencing on the date of this Agreement
and terminating twelve (12) months thereafter, unless sooner terminated
pursuant to Paragraph 9 of this Agreement (the "Term"), and for successive one-
year Terms thereafter; provided, however, that with respect to each such
successive Term, the Company and the Employee shall have mutually agreed, in
writing, to basic compensation for such successive Term.  If the Company decides
not to renew the Employee's Employment Agreement, then the Employee shall be
entitled to the termination provisions provided for in Clause 9(b) of this
Employment Agreement.

     6.   Basic Compensation.  As basic compensation for the services to be
          ------------------                                               
rendered hereunder by the Employee for the initial Term, the Company agrees to
pay to the Employee, and the Employee agrees to accept, a minimum salary at the
rate of $120,000 per annum.  The salary payable to the Employee hereunder shall
be paid in equal semi-monthly installments during the Term, or in such other
manner as shall be mutually agreed upon by the parties hereto.

     7.   Other Benefits.  The Employee shall be entitled to participate in any
          --------------                                                       
retirement, disability, profit-sharing, medical or life insurance or other
similar plan or arrangement provided by the Company to its employees, or its
other executive employees.  The Employee shall also receive benefits as stated
within the attached "Schedule of Benefits."

     8.   Disability.  If Employee shall be disabled, he shall receive full
          ----------                                                       
compensation (less any payments received from Worker's Compensation, Wiltek's
disability plans or other governmental payment for such disability) for all
periods of disability even if a period of disability extends beyond the Term;
provided, however, that the maximum number of consecutive days during which
disability occurs and for which Wiltek shall be obligated to pay such
compensation shall be ninety (90) days.  Disability means the inability of
Employee to perform his duties hereunder on account of mental or physical
illness or physical incapacity.

     9.   Termination.
          ----------- 

          (a)   The employment of the Employee hereunder shall terminate in the
                event of the death of the Employee and, at the option of the
                Company, upon written notice to the Employee, (i) in the event
                that Base Salary payments are terminated due to disability
                pursuant to Paragraph 8 of this Agreement, or (ii) in the event
                that the Employee shall breach any of the terms and provisions
                of this Agreement.

          (b)   In addition to the provisions of Paragraph 9(a) above, the
                Company may also, in its sole discretion, elect to terminate,
                without cause, the employment of the Employee hereunder by
                thirty (30) days prior written notice to the Employee; provided,
                however, that if the Company shall so terminate this Agreement
                pursuant to this Paragraph 9(b), the Company shall pay the
                Employee guaranteed severance pay in accordance with the next
                sentence, continue the benefits set forth in Item 2 of the
                attached "Schedule of Benefits" for so long as the severance
                payments are being made, will continue the benefit set forth in
                Item 1 thereof for the terms thereof and will pay the bonuses
                set forth in Item 6 thereof per the terms thereof. During the
                six-month period following the receipt of written notice by the
                Employee, the Company shall pay the Employee guaranteed
                severance pay at a rate equal to the Employee's base
                compensation immediately prior to such termination and such
                guaranteed severance pay shall be paid to the Employee in the
                manner and at the time or times that such base compensation
                would otherwise have been paid to the Employee. Following the
                six-month guaranteed severance pay period, if the Employee does
                not become employed, the Company shall pay the Employee
                additional supplemental severance pay in accordance with the
                next sentence. During the six-month period following the
                conclusion of Company payment to the Employee of six months of
                guaranteed severance pay, the Company shall pay the Employee
                additional supplemental severance pay at a rate equal to the
                Employee's base compensation immediately prior to such
                termination and such additional supplemental severance pay shall
                be paid to the Employee in the manner and at the time or times
                that such base compensation would otherwise have been paid to
                the Employee.

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     10.  Representations and Warranties of the Employee as to Conflicts.  The
          --------------------------------------------------------------      
          Employee hereby represents and warrants to the Company that his
          employment by the Company does not and will not violate any provision
          of law or fiduciary duty by which he is bound and will not conflict
          with or result in a breach of any agreement or instrument to which he
          is a party or by which he is bound, and the Employee agrees that he
          will indemnify and hold harmless the Company, its directors, officers
          and employees against any claims, damages, liabilities and expenses
          (including attorneys' fees) which may be incurred, including amounts
          paid in settlement, by any of them in connection with any claim based
          upon or related to a breach of the Employee's representation and
          warranty set forth in this Paragraph. In the event of any claim based
          upon or related to a breach of the Employee's representation and
          warranty set forth in this Paragraph 10, the Company will give prompt
          notice thereof, in writing, to the Employee and the Employee shall
          have the right to defend such claim with counsel reasonably
          satisfactory to the Company.

     11.  Proprietary Property.  With respect to Proprietary Property made or
          --------------------                                               
          conceived by the Employee in the field of data communications, whether
          or not during the hours of his employment or with the use of the
          Company's facilities, materials or personnel, either individually or
          jointly with others during the period of his employment by the
          Company, the Employee shall, without the payment of royalty or any
          other considerations to him therefor:

                (a)     Inform the Company promptly and fully of such
                        Proprietary Property by a written report satisfactory to
                        the Company;

                (b)     Apply, at the Company's requests and expense, for United
                        States and foreign letters patent, copyright, trademark
                        or service mark, as the case may be, either in the
                        Employee's name or otherwise as the Company shall
                        direct;

                (c)     Assign to the Company all of his right, title and
                        interest in such Proprietary Property, and to
                        applications for United States and/or foreign letters
                        patent, copyright, trademark and service mark and to any
                        letters patent, copyright, trademark and service mark
                        which may be issued upon such Proprietary Property;

                (d)     Deliver promptly to the Company, without charge to the
                        Company but at its expense, such written instruments,
                        and do such other acts, as may be necessary, in the
                        opinion of the Company, to obtain and maintain United
                        States and/or foreign letters patent, copyright,
                        trademark or service mark on the Proprietary Property
                        and to vest the entire right, title and interest thereto
                        in the Company; and

                (e)     Grant to the Company, prior to assignment of the
                        Employee's right title and interest to the Company in
                        any Proprietary Property as required above, the royalty-
                        free right to use in its business, and to make, have
                        made, use and sell products, processes, services,
                        writings and/or marks based upon or related to
                        Proprietary Property made or conceived by the Employee.

     12.  Confidentiality.
          --------------- 

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                (a) During the Term and at all times thereafter, the Employee
        will not use Confidential Information for his own benefit or for the
        benefit of any person or legal entity other than the Company nor will he
        disclose the same to any other person or legal entity, except as
        required to conduct the business of the Company in the ordinary course.

                (b) Except with the prior written approval of the Company or
        except as required to conduct the business of the Company in the
        ordinary course, the Employee will not, at any time, directly or
        indirectly, use, disseminate, disclose, lecture upon or publish articles
        concerning any Confidential Information.

                (c) Upon the termination of his employment with the Company, all
        documents, records, notebooks and similar repositories of or containing
        Confidential Information, including any copies thereof, then in the
        Employee's possession, or under his control, whether prepared by him or
        others, will be left with or immediately returned to the Company by the
        Employee.

13.  Non-Compete.  The Employee agrees that, during the term of his employment 
     -----------   
     with the Company and also for one year following the Employee's termination
     or departure from the Company, he will not, without the written approval of
     the Company, directly or indirectly, under any circumstances whatsoever,
     own, manage, operate, engage in, control or participate in the ownership,
     management, operation or control of, or be connected in any manner with,
     whether as an individual, partner, stockholder, director, officer,
     principal, agent, employee or consultant, or in any other relation or
     capacity whatsoever, any Competing Organization, and will not in any such
     manner compete with the Company or solicit or call on any Customer of the
     Company, wherever located, which was a Customer of the Company at any time
     during the period one (1 year prior to the termination of the Employee's
     employment with the Company for the purpose of inducing such Customer to
     purchase or lease a Competing Product. Notwithstanding the foregoing,
     nothing contained in this Paragraph 13 shall restrict the Employee from
     making any investment in any company whose stock is listed on a national
     securities exchange or actively traded in the over-the-counter market, so
     long as such investment does not give him the right to control or influence
     the policy decisions of any such business or enterprise which is or might
     be in competition with any business of the Company.

14.  Non-Interference.  The Employee will not, for a period of one (1) year
     ----------------                                                      
     following the termination of the Employee's employment by the Company,
     directly or indirectly, employ, hire, solicit or, in any manner, encourage
     any employee of the Company to leave the employ of the Company.

15.  Injunctive Relief.  In addition to any other rights or remedies 
     -----------------      
     available to the Company as a result of the breach of the Employee's
     obligations hereunder, the Company shall be entitled to enforcement of such
     obligations by an injunction or a decree of specific performance from a
     court with appropriate jurisdiction and in the event that the Company is
     successful in any suit or proceeding brought or instituted by the Company
     to enforce any of the provisions of this Agreement or on account of any
     damages sustained by the Company by reason of the violation by the Employee
     of any of the terms and/or provisions of this Agreement to be performed by
     the Employee, the Employee agrees to pay to the Company all attorneys' fees
     reasonably incurred by the Company.
 
16.  Withholding.  The Employee hereby agrees that he will make such
     -----------                                                    
     arrangements as the Company may deem necessary to discharge any obligations
     of the Company to withhold Federal, state or local taxes imposed upon the
     Company in respect of this Agreement.

17.  Severability.  The provisions of this Agreement shall be severable 
     ------------                                                       
     and if any part of any provision shall be held invalid or unenforceable or
     any separate covenant contained in any provision is held to be unduly
     restrictive and void by a final decision of any court or other tribunal of
     competent jurisdiction, such part,

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     covenant or provision shall be construed to give it maximum lawful validity
     and the remaining provisions of this Agreement shall nonetheless remain in
     full force and effect.

18.  Entire Agreement.  This Agreement and the attached "Schedule of 
     ----------------                                   
     Benefits" contains the entire agreement of the parties relative to the
     subject matter hereof, superseding and terminating all prior agreements or
     understandings, whether oral or written, between the parties hereto
     relative to the subject matter hereof, and this Agreement may not be
     extended, amended, modified or supplemented without the written consent of
     the parties hereto.

19.  Waivers.  Any waiver of the performance of the terms or provisions of this 
     -------                                                              
     Agreement shall be effective only if in writing and signed by the party
     against whom such waiver is to be enforced. The failure of either party to
     exercise any of his or its rights under this Agreement or to require the
     performance of any term or provision of this Agreement, or the waiver by
     either party of any breach of this Agreement, shall not prevent a
     subsequent exercise or enforcement of such rights or be deemed a waiver of
     any subsequent breach of the same or any other term or provision of this
     Agreement.

20.  Notices.  Any notice required or permitted to be given under this
     -------                                                          
     Agreement shall be in writing and shall be deemed given when personally
     delivered or sent by registered or certified mail, postage prepaid, return
     receipt requested, to the respective address of the parties hereto as set
     forth above or to such other address as either party may designate to the
     other party in the manner provided herein for giving notice.

21.  Successors and Assigns.  This Agreement shall be binding upon and inure 
     ----------------------   
     to the benefit of the heirs, executors, administrators, successors and
     legal representatives of the Employee, and shall inure to the benefit of
     and be binding upon the Company and any successor to the business of the
     Company pursuant to a merger or acquisition of all or substantially all of
     its assets, but the obligations of the Employee may not be delegated and
     the Employee may not assign, transfer, pledge, encumber, hypothecate or
     otherwise dispose of this Agreement, or any of his rights hereunder
     (whether by operation of law or otherwise), except as expressly permitted
     by this Agreement, and any such attempted delegation or disposition shall
     be null and void and without effect.

22.  Governing Law.  This Agreement shall be governed by and construed and
     -------------                                                        
     enforced in accordance with the laws of  the State of Connecticut.

     IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first above written.

                                    WILTEK, INC.

                                    By: /s/ David S. Teitelman
                                       ------------------------------
                                         President & Board Member
 

                                    By: /s/ David P. Holst-Grubbe
                                       ------------------------------
                                         David P. Holst-Grubbe
                                         Vice President

WITNESS:

/s/ Cindy Hampton
------------------------

                                       33
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                              Schedule of Benefits

1.  Company Car.  Company obligation is direct payment of, or reimbursement to
    ------------                                                              
    the Employee, for all lease payments, tax payments, insurance payments,
    gasoline payments, service payments, repair payments, maintenance payments.
    This benefit will continue for two (2) months after termination.

2.  Company Standard Benefits.  Health, major medical, dental, eye care,
    --------------------------                                          
    orthodontia, life insurance, short-term disability, long-term disability,
    401K contribution, in addition to individual benefits provided within this
    section ("Schedule of Benefits") to the Employee.

3.  Annual Minimum Base Salary.  $120,000.
    ---------------------------           

4.  Guaranteed Severance Pay.  Six (6) months of Annual Minimum Base Salary.
    -------------------------                                               

5.  Supplemental Severance Pay.  If employment not found by Employee following
    ---------------------------                                               
    Guaranteed Severance Pay Period, an additional six (6) months of Annual
    Minimum Base Salary.
 
6.  Revenue Bonus.  If Wiltek reports fiscal year 1999 revenue (excluding any
    --------------                                                           
    revenue for business's acquired after January 1, 1999) of at least

        $6,800,000 then a cash bonus of .30% of total fiscal year 1999 revenue
        $7,000,000 then a cash bonus of .32% of total fiscal year 1999 revenue
        $7,200,000 then a cash bonus of .34% of total fiscal year 1999 revenue
        $7,400,000 then a cash bonus of .36% of total fiscal year 1999 revenue
        $7,600,000 then a cash bonus of .38% of total fiscal year 1999 revenue
        $7,800,000 then a cash bonus of .40% of total fiscal year 1999 revenue
        $8,000,000 then a cash bonus of .42% of total fiscal year 1999 revenue
        $8,200,000 then a cash bonus of .44% of total fiscal year 1999 revenue
        $8,400,000 then a cash bonus of .46% of total fiscal year 1999 revenue
        $8,600,000 then a cash bonus of .48% of total fiscal year 1999 revenue
        $8,800,000 then a cash bonus of .50% of total fiscal year 1999 revenue

The Company shall make full cash bonus payment to Employee within 60 days
(December 30, 1999) of close of fiscal year 1999.  In the event of termination
any bonus accumulated as of the date of termination will be payable by the
Company to the Employee within 30 days of termination.

        IN WITNESS WHEREOF, the parties have executed this Schedule of Benefits
as of the date first above written.

                                    WILTEK, INC.

                                    By: /s/ David S. Teitelman
                                       ------------------------------
                                         President & Board Member
 

                                    By: /s/ David P. Holst-Grubbe
                                       ------------------------------
                                         David P. Holst-Grubbe
                                         Vice President
 
WITNESS:

/s/ Cindy Hampton
-----------------------

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