EXHIBIT 4.16.1

                                EXHIBIT A

NEITHER THIS NOTE, NOR THE SECURITIES BY WHICH THIS NOTE HAS BEEN 
SECURED, HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE 
COMMISSION UNDER THE SECURITIES ACT OF 1933 OR WITH ANY STATE SECURITIES 
COMMISSIONER OR AUTHORITY.  NEITHER THIS NOTE NOR SUCH SECURITIES MAY BE 
SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE 
REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES 
LAWS OR AN APPLICABLE EXEMPTION TO THE REGISTRATIONS REQUIREMENTS OF 
SUCH ACT OR SUCH LAWS.




                         SECURED, FULL RECOURSE,
                             NON-NEGOTIABLE
                            PROMISSORY NOTE


Los Angeles, California
June 30, 1997                                              $2,000,000.00 


     FOR VALUE RECEIVED, DDL ELECTRONICS, INC., a Delaware Corporation 
("Maker" or "DDL") hereby promises to pay to THOMAS M. WHEELER 
("Holder") the principal sum of Two Million and No/100 Dollars 
($2,000,000.00), together with simple interest on the principal amount 
outstanding from the date of this Note, until paid, at the rate of eight 
percent (8%) per annum.  Principal and interest shall be payable in 
lawful money of the United States at Los Angeles, California, or such 
other place as the Holder hereof may designate in writing to Maker. 

     All interest will be calculated on the basis of a year of three 
hundred and sixty five days.   The principal amount of this Note and all 
accrued interest shall be due and payable in full on February 1, 1999, 
except that such principal and interest shall instead be payable in full 
on October 31, 1999 (rather than February 1, 1999) if but only if prior 
to February 1, 1999: (1) the Maker acquires all of the issued and 
outstanding shares of Jolt Technology, Inc. in exchange for shares of 
DDL common stock and  such common stock has been registered with the 
Securities and Exchange Commission; and (2) Thomas M. Wheeler is not 
prevented by agreement with the Maker from transferring to a charitable 
foundation selected by him the DDL common stock received by him in the 
transaction contemplated by clause (1).  The satisfaction of the 
conditions articulated in clauses (1) and (2) of the immediately 
preceding sentence shall be determined by the Maker in its sole 
discretion.

     Any and all payments shall be applied first to accrued interest and 
second to reduction of principal.  If any installment of principal or 
interest is not paid within fifteen (l5) days after the mailing of 
written notice to the Maker to the effect that the installment is due 
and has not been paid or that the Maker is in default in the performance 
of any of its other covenants or agreements in this Note, in the Stock 
Pledge Agreement of even date herewith or in any instrument now or 
hereafter evidencing or securing this Note or the obligation represented 
hereby, then the entire indebtedness evidenced hereby (principal and 
interest) remaining unpaid shall, at the option of the Holder, become 
immediately due, payable and collectable. Overdue principal and interest 
shall bear interest at the maximum rate permitted by law from maturity 
until paid, accruing at such rate even after entry of final judgment for 
payment of same.

     The Maker waives notice of dishonor, protest, and notice of protest 
of this Note.  The Maker further agrees to pay all costs of collection, 
including reasonable attorneys' fees and disbursements of the Holder 
(including fees on appeal), in case the principal of or any interest on 
this Note is not paid when due, or in case it becomes necessary to 
protect the security hereof, whether suit be brought or not. 

     This Note is issued pursuant to and secured by a Stock Pledge 
Agreement of even date herewith, and all of the terms and conditions set 
forth in such Stock Pledge Agreement are hereby made a part of this 
Note.  A breach of any obligation created by such Stock Pledge Agreement 
shall constitute a breach of DDL's obligations under this Note and shall 
result in the acceleration of any amounts due hereunder as and to the 
extent specified above.

     This Note may be prepaid by DDL in whole or in part at any time and 
from time to time after August 29, 1997, provided that DDL shall have 
given Holder at least thirty (30) days' advance written notice in each 
instance of its intention to prepay.  

     In addition to the acceleration rights set forth hereinabove, the 
Holder hereof shall be entitled to accelerate the entire unpaid 
principal amount hereof and any accrued interest thereon forthwith 
against the Maker hereof upon the occurrence of any of the following 
events: (a) the Maker shall make a general assignment for the benefit of 
creditors or if any bankruptcy, insolvency or reorganization proceeding 
of any nature under federal or state statutes shall be commenced by or 
against the Maker, or a receiver shall be appointed, or a writ or order 
of attachment or garnishment shall be issued or made against any of the 
property, assets or income of the Maker; or (b) the failure of the Maker 
to do all things necessary to preserve and maintain the collectability 
of any collateral now or hereafter securing the obligations created 
hereunder. 

     This Note shall be governed and construed in all respects in 
accordance with the internal laws of the State of California, exclusive 
of its choice of laws principles, and the Maker hereby submits and 
consents to the personal jurisdiction of any court of competent subject 
matter jurisdiction therein for the sole and limited purpose of 
enforcing this Note. 

     The total charges for interest and in the nature of interest under 
this Note shall not exceed the maximum amount allowed by law.  Should 
any interest paid by Maker result in the computation or earning of 
interest in excess of the maximum lawful rate, any excess portion of 
such charges shall be credited against and in reduction of the principal 
balance, or any portion of the excess that exceeds the principal balance 
shall be refunded to the Maker, as elected by the Maker.  No delay by 
the Holder in enforcing any covenant or right hereunder shall be deemed 
a waiver of such covenant or right, and no waiver by the Holder of any 
particular provision  hereof shall be deemed a waiver of any other 
provisions or a continuing waiver of such particular provision and, 
except as so expressly waived, all provisions hereof shall continue in 
full force and effect. 


     [SEAL]                         "Maker"
                                    DDL ELECTRONICS, INC.

                                    /s/ Gregory L. Horton
                                    --------------------------
                                    By: GREGORY L. HORTON
                                           President 

ATTEST:


                                    /s/ Richard K. Vitelle
                                    --------------------------
                                    By:  RICHARD K. VITELLE 
                                            Secretary




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