EXHIBIT 10.12

                            FIRST AMENDMENT TO LEASE

         This First Amendment to Lease is entered into as of this 7th day of
April 2004 by and among Dorothy E. Sadler, Jill D. Sadler and Kurt T. Sadler,
personal representatives of the Estate of William S. Sadler (collectively,
"Landlord") and Dotronix, Inc., a Minnesota corporation ("Tenant").

                                    RECITALS

         A. William S. Sadler and Tenant originally entered into that certain
Lease dated as of April 26, 1999 (the "Lease") covering certain real property
located in New Brighton, Minnesota as legally described on Exhibit A to the
Lease.

         B. Landlord and Tenant desire to amend the terms of the Lease as set
forth herein.

         C. All defined terms not otherwise defined herein shall be defined as
set forth in the Lease.

         NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows:

         1.       OPTION TO TERMINATE. Tenant shall have the option to terminate
                  the Lease upon delivery of written notice to Landlord (the
                  "Termination Notice"). The effective date of termination shall
                  be the last day of the month following the expiration of the
                  twelve (12) month period after Tenant's delivery of the
                  Termination Notice to Landlord (the "Termination Date"). In
                  the event Tenant exercises the option to terminate, then (i)
                  Base Rent and Additional Rent shall be paid and apportioned
                  through the Termination Date; and (ii) neither Landlord nor
                  Tenant shall have any rights, liabilities or obligations under
                  this Lease, except such rights, liabilities or obligations
                  that, by the provisions of this Lease, expressly survive
                  expiration or termination of this Lease.

         2.       BALANCE OF TERMS. Except as set forth herein, the Lease
                  remains unmodified and in full force and effect.



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         IN WITNESS WHEREOF, the parties have executed this First Amendment to
Lease as of the day and year first above written.

LANDLORD:                              WILLIAM S. SADLER ESTATE

                                       By /s/ Dorothy E. Sadler
                                       Dorothy E.Sadler,
                                       Personal Representative

                                       By /s/ Jill D. Sadler
                                       Jill D. Sadler, Personal Representative

                                       By /s/ Kurt T. Sadler
                                       Kurt T. Sadler,
                                       Personal Representative



TENANT:                                DOTRONIX, INC.

                                       By /s/ Robert V. Kling
                                       Its Chief Financial Officer




























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