United States
Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. ________)*
MobilePro Corporation
(Name of Issuer)
Common Stock, $0.001 par value
(Title and Class of Securities)
60742E205
(CUSIP Number)
Leslie William Fogg III
P.O. Box 8287
Essex Junction, Vermont 05451
(207) 604-2300
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
January 27, 2009
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 for
other parties to whom copies are to be sent.
The remainder of this cover page shall be filled out for a reporting persons
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
______________________________________________________________________________
CUSIP No. 60742E205
______________________________________________________________________________
1. Names of Reporting Persons.
Leslie William Fogg III
2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
3. SEC Use Only ............................................................
4. Source of Funds .........................................................
PF
5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) [ ]
6. Citizenship or Place of Organization: United States Citizen
_____________________________________________________________________________
Number of Shares Beneficially Owned by Each Reporting Person with:
7. Sole Voting Power: 47,806,170 Shares of Common Stock
8. Shared Voting Power: 0
9. Sole Dispositive Voting Power: 47,806,170 Shares of Common Stock
10. Shared Dispositive Voting Power: 0
______________________________________________________________________________
11. Aggregate Amount Beneficially Owned by Each Reporting Person: 47,806,170
Shares of Common Stock
12. Check if Aggregate Amount in Row (11) Excludes Certain Shares [ ]
13. Percent of Class Represented by Amount in Row (11): 5.1%
14. Type of Reporting Person: IN
______________________________________________________________________________
Schedule 13D
MobilePro Corporation
Filed by Leslie William Fogg III
Item 1. Security and Issuer
This statement on Schedule 13D relates to the shares of Common Stock, par value
$.001 per share, of MobilePro Corporation, a Delaware corporation (the
"Company" or the "Issuer"). The Company's principal executive office is
located at 6701 Democracy Boulevard, Suite 202, Bethesda, Maryland 20817.
Item 2. Identity and Background
(a) Leslie William Fogg III ("Reporting Person")
(b) Principal business address of the Reporting Person is P.O. Box 8287
Essex Junction, Vermont 05451.
(c) The Reporting Person is a self-employed entrepreneur in the
telecommunications industry. He is currently the President and Chief
Executive Officer, as well as the principal owner, of Unified Communications
Corp. (and its wholly-owned subsidiaries) and Nationwide Acquisition Corp.
(and its wholly-owned subsidiaries), and he serves in various capacities
with respect to other industry participants.
(d) The Reporting Person has not, during the past five years, been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) The Reporting Person has not, during the past five years, been a party to
any civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
(f) The Reporting Person is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Person used personal funds to acquire the shares of
Common Stock in the Company resulting in this statement on Schedule 13D.
Item 4. Purpose of Transaction
The shares of Common Stock reported in this Schedule 13D have been acquired by
the Reporting Person for investment purposes, based primarily on his belief
that the underlying assets of the Company are undervalued in the marketplace.
However, as the principal owner and chief executive officer of companies
competing in the same or similar industries as the Company, the Reporting
Person intends to use his influence with the Company explore potential
partnership opportunities. Depending on various market factors and the
current business climate, the Reporting Person may seek to continue to
acquire shares of Common Stock in the Company, but does not currently intend
to seek to acquire a controlling position. Except as stated herein, the
Reporting Person does not currently have any other plans or proposals which
would result in:
(a) The acquisition by any person of additional securities of the Issuer, or
the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a merger, reorganization
or liquidation, involving the Issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of the assets of the Issuer or any
of its subsidiaries;
(d) Any change in the present board of directors or management of the Issuer,
including any plans or proposals to change the number or term of the directors
or to fill any vacancies on the board;
(e) Any material change in the present capitalization or dividend policy of
the Issuer;
(f) Any other material change in the Issuer's business or corporate structure;
(g) Changes in the Issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
Issuer by any person;
(h) Causing a class of securities of the Issuer to be delisted from a national
securities exchange or to cease to be authorized to be quoted on an
inter-dealer quotation system of a registered national securities association;
(i) A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
(a) As a result of the transaction leading to this statement on Schedule 13D,
the Reporting Person was the beneficial owner of 47,436,170 shares of Common
Stock of the Company, which represents approximately 5.1% of the class based
on the number of issued and outstanding shares reported by the Reporting
Person's broker-dealer on the date of the transaction.
(b) The Reporting Person has sole dispositive power with respect to the
shares identified in response to Item 5(a) above.
(c) The Reporting Person executed the following transactions, through his
broker-dealer, with respect to the Common Stock of the Company in the past
sixty days:
Date: Price: Quantity:
12/16/08 $0.0004 2,239,900 shares
12/16/08 $0.0003 2,500,000 shares
12/16/08 $0.0005 12,360,000 shares
12/16/08 $0.0006 8,000,000 shares
12/17/08 $0.0006 1,080,000 shares
12/18/08 $0.0004 4,450,000 shares
12/18/08 $0.0005 6,005,000 shares
12/19/08 $0.0005 6,186,270 shares
01/27/09 $0.0005 615,000 shares
01/27/09 $0.0005 570,000 shares
01/27/09 $0.0005 2,000,000 shares
01/27/09 $0.0005 1,800,000 shares
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
The Reporting Person is a former executive officer of United Systems Access,
Inc. ("USA"). Pursuant to a management agreement executed in connection
with the acquisition of certain assets of the Company by USA, the
Reporting Person served as an executive and director of American Fiber
Network, Inc. and CloseCall America, Inc., both subsidiaries of the Company,
from approximately July 18, 2007 through January 14, 2008.
The Reporting Person is currently involved in litigation against the Company
as fully disclosed on Form 8-K filed by the Company on January 9, 2009.
Item 7. Materials to be Filed as Exhibits
None.
___________________________________________________________________________
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
/s/ Leslie William Fogg III
By: ________________________
Leslie William Fogg III
Dated: February 6, 2009
Attention: Intentional misstatements or omissions of fact constitute federal
criminal violations (See 18 U.S.C. 1001).