HYBRID NETWORKS INC
EMPLOYMENT LETTER
<DOCUMENT>
<TYPE>EX-10.03
<SEQUENCE>5
<FILENAME>p15366_ex10-03.txt
<DESCRIPTION>EMPLOYMENT LETTER
<TEXT>

                                                                   Exhibit 10.03

                                                                  March 28, 2002
William Given
Hybrid Networks, Inc.
6409 Guadalupe Mines Road
San Jose, CA  95120

Dear Bill,

This Letter  Agreement will confirm that in connection with and in consideration
of your continued  employment with Hybrid Networks,  Inc.  ("Hybrid") Hybrid and
you agree as follows:

1. At Hybrid's  request you will remain  employed by Hybrid for up to sixty (60)
days  following  the date  hereof,  or, until such time that Hybrid is no longer
able to pay you your regular base salary (the "Retention  Period") provided that
Hybrid continues to pay your current base salary at its regular periodic payroll
dates;

2. You will receive a Severance Payment of $6,666.67, (the "Severance Payment"),
which is equal to two weeks of your regular base salary;

3. You will receive a Retention  Bonus of $13,333.34,  (the  "Retention  Bonus")
which is equal to four  weeks of your  regular  salary,  payable  upon  Hybrid's
receipt  of a  signed  copy of a  release  and a  signed  copy  of  this  Letter
Agreement.  The  Retention  Bonus will be  returned by you to the Company if you
voluntarily  terminate your employment with the Company before the expiration of
the Retention Period; and

Please acknowledge your acceptance of this Letter Agreement by signing below and
returning this letter to me as soon as possible.

If you  have  any  questions  concerning  this  offer,  please  call me at (408)
323-6291.

Sincerely,


Michael D. Greenbaum
President and CEO


I have reviewed the above Letter Agreement and understand and agree to the terms
under which I will continue to be employed with Hybrid Networks, Inc.


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Date                                [name]


</TEXT>
</DOCUMENT>
