Exhibit 10.4.4

                       AMMENDMENT TO EMPLOYMENT AGREEMENT

          This Amendment to Employment Agreement is executed on the 25th day of
October, 1999, by and between BALLANTYNE OF OMAHA, INC. ("Ballantyne"), a
Delaware corporation, with its principal offices at 4350 McKinley Street, Omaha,
Nebraska 68112 (the "Company"), and JOHN P. WILMERS, AN INDIVIDUAL RESIDING AT
17566 Baywood Drive, Omaha, Nebraska 68130 (the "Employee").

          WITNESSETH:

          That certain Employment Agreement entered into between the parties on
January 1, 1997, is hereby amended as follows:

          1.   Paragraph 4(e) of said Employment Agreement is hereby amended to
read as follows:

          "(e) In the event the Company shall be sold, either by a sale of
          assets or corporate stock, the Purchaser shall assume this Contract of
          Employment. If, at the time of such sale, the remaining term of this
          Contract shall be less than three (3) years, this Contract shall be
          automatically extended for a period expiring three (3) years from the
          closing date of the sale."

          2.   Except for the changes herein set forth, all other terms,
provisions and conditions of said Employment Agreement of January 1, 1997, shall
remain in full force and effect.

          IN WITNESS WHEREOF, the parties hereto have set their hands the date
above written.


                                                  BALLANTYNE OF OMAHA, INC.



                                             BY:  /s/ Arnold Tenney
                                                  ------------------------------
                                                  Arnold Tenney, Chairman



                                                  /s/ John P. Wilmers
                                                  ------------------------------
                                                  John P. Wilmers


                                      -1-