SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report:

July 14, 2004

MOBILEPRO CORP.

(Exact Name of Registrant as Specified in Charter)

Delaware	002-97869-D	87-0419571
(State of Incorporation)	(Commission File Number )	(IRS Employer Identification No.)

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Item 2. Acquisition or Disposition of Assets.

     On July 14, 2004, our subsidiary, DFW Internet Services, Inc. (d/b/a Nationwide Internet) (“DFW”), completed an acquisition of Ticon.net, Inc., a Wisconsin based internet service provider (“Ticon”). We paid approximately $1,000,000 of consideration, consisting in part of $750,000 in cash and $250,000 in notes, for all of the outstanding shares of Ticon. As a result of the acquisition, we acquired certain plant, equipment or other physical property that Ticon used in its business and we intend to continue such use.

     A copy of the press release announcing the completion of the acquisition is attached as an exhibit under Item 7(c) of this report.

Item 7. Financial Statements and Exhibits.

The Company intends to file by amendment the required financial statements reflecting the acquisition of all of the issued and outstanding stock of Clover no later than 60 days after the date that this report on Form 8-K must be filed.

(c)     Exhibits Furnished.

2.1		Agreement and Plan of Merger, dated as of July 14, 2004.
99.1		Press Release, dated July 15, 2004.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	By: /s/ Jay O. Wright
	Jay O. Wright
	President and Chief Executive Officer
	MOBILEPRO CORP.
Date: July 15, 2004

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