EXHIBIT 4.16.2

                          COLLATERAL SECURITY
                         STOCK PLEDGE AGREEMENT


     This AGREEMENT is made and entered into on June 30, 1997, by and 
between DDL ELECTRONICS, INC. ("Pledgor" and "Debtor"), and THOMAS M. 
WHEELER ("Pledgee" and "Creditor").

                               RECITALS

     At the time of the execution of this Agreement the Pledgee lent the 
Debtor, TWO MILLION DOLLARS ($2,000,000.00) evidenced by the promissory 
note of the Pledgor dated June 30, 1997.

     To induce the Pledgee to make the loan, the Pledgor has agreed to 
pledge certain stock to the Pledgee as security for the repayment of the 
loan.

     It is therefore agreed:

                                PLEDGE

1.     In consideration of the sum TWO MILLION DOLLARS ($2,000,000.00) 
lent to the Pledgor by the Pledgee, receipt of which is acknowledged, 
the Pledgor grants a security interest to the Pledgee in instruments of 
the following describe description:

          ALL OF THE ISSUED AND OUTSTANDING COMMON AND PREFERRED STOCK
        OF SMTEK, INC. A CALIFORNIA CORPORATION, EVIDENCED BY 
        CERTIFICATE NUMBER 50 STANDING IN THE NAME OF DDL ELECTRONICS, 
        INC. AND REPRESENTING 250,000 SHARES OF THE COMMON STOCK OF 
        SMTEK, INC.

       Said certificates shall be duly endorsed in blank and delivered to 
the Pledgee with this Agreement.  The Pledgor appoints the Pledgee as 
his attorney-in-fact to arrange for the transfer of the pledged shares 
on the books of the issuer to the name of the Pledgee.  The Pledgee 
shall hold the pledged shares as security for the repayment of the loan, 
and shall not encumber or dispose of the shares except in accordance 
with the provisions of Paragraph 8 of this Agreement.

                               DIVIDENDS

2.     During the term of this pledge, all dividends and other amounts 
received by the Pledgee as a result of the Pledgee's record ownership of 
the pledged shares shall be applied to the payment of the principal and 
interest on the loan.  This provision shall not apply to intercompany 
transfers in the ordinary course of business.

                              VOTING RIGHTS

3.     During the term of this pledge, and as long as the Pledgor not in 
default in the performance of any of the terms of this Agreement or in 
the payment of the principal or interest of the loan, the Pledgor shall 
have the right to vote the pledged shares on all corporate questions.  
The Pledgee shall execute due and timely proxies in favor of the Pledgor 
to this end.
                             REPRESENTATIONS

4.     The Pledgor warrants and represents that there are no 
restrictions on the transfer of any of the pledged shares, other than 
may appear on the face of the certificates and that the Pledgor has the 
right to transfer the shares free of any encumbrances and without 
obtaining the consents of the over shareholders.

                               ADJUSTMENT

5.     In the event that, during the term of this pledge, any share 
dividend, reclassification, readjustment, or other change is declared or 
made in the capital structure of the company that has issued the pledged 
shares, all new, substituted, and additional shares or other securities 
issued by reason of any change shall be held by the Pledgee in the same 
manner as the shares originally pledged under this Agreement.

                           WARRANTS AND RIGHTS

6.     In the event that during the term of this pledge, subscription 
warrants or any other tights or options shall be issued in connection 
with the pledged shares, the warrants, rights, and options shall be 
immediately assigned by the Pledgee to the Pledgor, and if exercised by 
the Pledgor, all new shares or other securities so acquired by the 
Pledgor shall be immediately assigned to the Pledgee to be held in the 
same manner as the shares originally pledged under this Agreement.

                            PAYMENT OF LOAN

7.     On payment at or before maturity of the principal and interest of 
the loan, less amounts received and applied by the Pledgee in reduction 
of the loan, the Pledgee shall transfer to the Pledgor all the pledged 
shares and all rights received by the Pledgee as a result of the 
Pledgee's record ownership of the pledged shares.

                                DEFAULT

8.     In the event that the Pledgor defaults in the performance of any 
of the terms of this Agreement, or in the payment at maturity of the 
principal or interest of the loan, the Pledgee shall have the rights and 
remedies provided in the California Commercial Code.  In this 
connection, the Pledgee may, on five days' written notice to the Pledgor 
and without liability for any diminution in price that may have 
occurred, sell all the pledged shares in the manner and for the price 
that the Pledgee may determine at either public or private sale.  At any 
bona fide public or private sale the Pledgee shall be free to, purchase 
all or any part of the pledged shares.  In the event that Pledgee 
purchases the shares at a private sale, the minimum bid by the Pledgee 
shall be the then outstanding balance of principal and interest on the 
loan.  Out of the proceeds of any sale the Pledgee may retain an amount 
equal to the principal and interest then due on the loan, plus the 
amount of the expenses of the sale, and shall pay any balance of the 
proceeds of any sale to the Pledgor.  If the proceeds of the sale are 
insufficient to cover the principal and interest of the loan plus 
expenses of the sale, the Pledgor shall remain liable to the Pledgee for 
any deficiency in accordance with the provisions set forth in Commercial 
Code Section 9504.

DATED:  JUNE 30, 1997

      PLEDGOR                                   PLEDGEE
      DDL ELECTRONICS, INC.                     THOMAS M. WHEELER




      /s/ Gregory L. Horton                     /s/ Thomas M. Wheeler 
      -------------------------                 -----------------------
      GREGORY HORTON, PRESIDENT                 THOMAS M. WHEELER



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