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Exhibit 10.18 Salary Continuation Agreement This Salary Continuation Agreement (the Agreement) is made as of the
18th day of October, 2000, by and between Trompeter Electronics, Inc., a
Delaware corporation (Trompeter), and the employee whose name appears on the
signature page of this Agreement (Employee). WHEREAS, Employee is currently a valued key employee of Trompeter and/or
its affiliates, and Trompeter recognizes Employees contribution to the growth
and success of Trompeter; WHEREAS, Trompeter recognizes that, in the event of a change of control of
Trompeter, uncertainty and questions could arise among Trompeters key
employees and could result in the departure or distraction of key personnel to
the detriment of Trompeter. Trompeter believes it is important to diminish the
inevitable distraction of Employee by virtue of the personal uncertainties and
risks created by a pending or threatened change of control, to encourage
Employees full attention and dedication to Trompeter currently and in the
event of any threatened or pending change of control; and WHEREAS, Trompeter considers it essential to the best interests of
Trompeter and its stockholders to foster the continued employment of key
personnel, such as Employee, by providing for certain payments such as that set
forth in this Agreement. NOW, THEREFORE, the parties agree as follows: 1. Salary Continuation. (a) If a Change of Control (as defined below) occurs and Employees
employment with Trompeter or its successors, assigns or affiliates is
terminated by the Trompeter and its successors, assigns and affiliates in
anticipation of or within 12 months after the consummation of the Change of
Control, then Trompeter agrees to continue to pay Employee his or her base
salary (as of the consummation of the Change of Control) during the Salary
Continuation Period set forth on the signature page of this Agreement (such
payments, the Severance Payments). Any Severance Payments by Trompeter
pursuant to this Section 1 shall be paid on Trompeters regular salary payment
dates or such earlier date as Trompeter shall determine. (b) If Employee dies, Employees estate or heirs will be entitled to
receive any payments that would otherwise have been paid to Employee pursuant
to this Section 1. (c) Any amounts paid to Employee under any other severance arrangement
with Trompeter or its affiliates shall be deducted from payments otherwise due
pursuant to this Section 1.




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(d) For purposes of this Agreement, The term Change of Control means (i)
a sale, in one or a series of related transactions, of all or substantially all
of the assets of Sterling Holding Company (Sterling) (which shall, for this
purpose, include the stock of Sterlings subsidiaries) to a person that does
not beneficially own in excess of 50% of Sterlings voting equity and is not an
affiliate of any such 50% owner, or (ii) a merger, business combination, sale
of stock or other transaction in which the holders of more than 50% of
Sterlings voting equity interests immediately prior to the transaction dispose
of all or substantially all of their equity interest in Sterling and any
surviving company (other than a disposition to an affiliate of such holders).
For purposes of this Agreement, all or substantially all of the assets of
Sterling shall be deemed to have been sold if the stock of Trompeter is sold.
For purposes of this Agreement, the holders of Sterlings voting equity
interests shall be determined on a fully diluted basis, assuming full exercise
and conversion of all derivative securities. 2. At-Will Employment. Employee and Trompeter acknowledge that, except as
otherwise provided under any other written agreement between Employee and
Trompeter, the employment of Employee by Trompeter or its affiliates is at
will and Employees employment may be terminated by either Employee or
Trompeter (or, if applicable, Trompeters affiliates) at any time. Except as
otherwise provided in this Agreement, this Agreement is not intended to alter
materially the compensation and benefits to which the Employee is entitled, or
may become entitled, in respect of Employees employment by Trompeter and/or
its affiliates. 3. Termination. This Agreement shall terminate immediately without the
need for any notice or amendment if Employee ceases to be employed by Trompeter
or its affiliates at any time prior to the consummation of the Change of
Control, regardless of whether such termination is attributable to death,
disability, discharge, resignation, retirement or otherwise. This Agreement
shall terminate five years from the date of this Agreement unless sooner
terminated in accordance with the foregoing provisions. Notwithstanding
anything in this Agreement to the contrary, if Employees employment with
Trompeter or its affiliates is terminated during the 180 day period prior to
the date on which the Change of Control occurs, and if Employee reasonably
demonstrates that such termination of employment (i) was at the request of the
purchaser or any other third party who had at the time taken steps reasonably
calculated to effect a Change of Control or (ii) otherwise arose in connection
with or anticipation of a Change of Control, then Employee shall be entitled to
receive the full Severance Payments he or she would otherwise have been
entitled to receive had Executive remained employed by Trompeter or its
affiliates until the occurrence of the Change of Control. 4. Notice. Any notice provided in this Agreement must be in writing and
must be either personally delivered, delivered by overnight courier or mailed
by first class mail to Trompeter at the address set forth below: 2




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Trompeter
Electronics, Inc.
31186 La Baya Drive
Westlake Village, California 91362
Attention: William N. Stout
 and to Employee at the address set forth in the records of Trompeter or at such
other address or to the attention of such other person as the recipient party
shall have specified by prior written notice to the sending party. Any notice
under this Agreement will be deemed to have been given when so delivered or
five days after being mailed. 5. Severability. Whenever possible, each provision of this Agreement will
be interpreted in such manner as to be effective and valid under applicable
law, but if any provision of this Agreement is held to be invalid, illegal or
unenforceable in any respect under any applicable law or rule in any
jurisdiction, such invalidity, illegality or unenforceability will not affect
any other provision or any other jurisdiction, but this Agreement will be
reformed, construed and enforced in such jurisdiction as if such invalid,
illegal or unenforceable provision had never been contained in this Agreement. 6. Complete Agreement. This Agreement and the other documents delivered in
connection with this Agreement embody the complete agreement and understanding
among the parties and supersede and preempt any prior understandings,
agreements or representations by or among the parties, written or oral, which
may have related to the subject matter of this Agreement in any way. 7. Counterparts. This Agreement may be executed on separate counterparts,
each of which shall be deemed to be an original and all of which taken together
shall constitute one and the same agreement. 8. Successors and Assigns. This Agreement is intended to bind and inure
to the benefit and be enforceable by the parties to this Agreement and their
respective successors and permitted assigns. 9. Choice of Law. All questions concerning the construction, validity and
interpretation of this Agreement shall be governed by the internal law, and not
the law of conflicts, of California. 10. Amendments and Waivers. Any provision of this Agreement may be
amended or waived only with the prior written consents of each of the
parties. 3




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IN WITNESS WHEREOF, the parties have executed this Agreement as of the
day and year first above written. EMPLOYEE: JOE NORWOOD
    
    TROMPETER ELECTRONICS, INC./s/ Joe Norwood
Signature
Joe Norwood
    
    By: /s/ Donald D. Meyers
Donald D. Meyers, Secretary
 Salary Continuation Period: Commencing on the consummation of the Change of
Control and continuing for a period of 24 months.