EMPLOYMENT AGREEMENT



         This Employment Agreement ("Agreement"), including the attached Exhibit

A, is entered into between LOWRANCE ELECTRONICS, INC., a Delaware corporation

having offices at 12000 East Skelly Drive, Tulsa, Oklahoma 74128 ("Employer" or

"Company"), Douglas J. Townsdin, an individual currently residing at 8307 S.

77th East Avenue, #2147, Tulsa, OK 74133("Employee"), to be effective as of

April 7, 2000 (the "Effective Date").



                                   WITNESSETH:



         WHEREAS, Employer is desirous of employing Employee pursuant to the

terms and conditions and for the consideration set forth in this Agreement, and

Employee is desirous of entering the employ of Employer pursuant to such terms

and conditions and for such consideration;



         NOW, THEREFORE, for and in consideration of the mutual promises,

covenants, and obligations contained herein, Employer and Employee agree as

follows:



ARTICLE 1: EMPLOYMENT AND DUTIES:



         1.1 Employer agrees to employ Employee, and Employee agrees to be

employed by Employer, beginning as of the Effective Date and continuing until

the expiration of the Term (as defined in Exhibit A), subject to the terms and

conditions of this Agreement.



         1.2 Employee shall be employed in the position set forth on Exhibit A.



         1.3 Employee shall, during the period of Employee's employment by

Employer, devote the principal part of Employee's business time and energy, and

Employee's best efforts, to the business and affairs of Employer. Employee may

not engage, directly or indirectly, in any other business, investment, or

activity that interferes with Employee's performance of Employee's duties

hereunder, or is contrary to the interests of Employer or Employer's Affiliates

(as defined below in Section 1.7), or requires any significant portion of

Employer's business time.



         1.4 Employee acknowledges and agrees that, at all times during the

employment relationship, Employee owes fiduciary duties to Employer, including

but not limited to the fiduciary duties of the highest loyalty, fidelity and

allegiance to act at all times in the best interests of the Employer, to make

full disclosure to Employer of all information that pertains to Employer's

business and interests, to do no act which would injure Employer's business, its

interests, or its reputation, and to refrain from using for Employee's own

benefit or for the benefit of others any information or opportunities pertaining

to Employer's business or interests that are entrusted to Employee or that he

learned while employed by Employer that could reasonably be considered to have a

detrimental effect on the Employer's business. Employee acknowledges and agrees

that during and upon termination of the employment relationship,



<PAGE>





Employee shall continue to refrain from using for his own benefit or the benefit

of others, or from disclosing to others, any information or opportunities

pertaining to Employer's business or interests that were entrusted to Employee

during the employment relationship or that he learned while employed by Employer

that could reasonably be considered to have a detrimental effect on the

Employer's business.



         1.5 It is agreed that any direct or indirect interest in, connection

with, or benefit from any outside activities, particularly commercial

activities, which interest might in any way adversely affect Employer or any of

its Affiliates, involves a possible conflict of interest. In keeping with

Employee's fiduciary duties to Employer or any of its Affiliates, Employee

agrees that during the employment relationship Employee shall not knowingly

become involved in a conflict of interest with Employer or its Affiliates, or

upon discovery thereof, allow such a conflict to continue. Moreover, Employee

agrees that Employee shall disclose to the audit committee of Employer's board

of directors ("Employer's Board") any facts, which might involve such a conflict

of interest that has not been approved by such committee or by Employer's Board

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