Exhibit 10.26


v.003

                               FIRST AMENDMENT TO
                         EXECUTIVE EMPLOYMENT AGREEMENT

                  This First Amendment to Executive Employment Agreement (this
"First Amendment") is made as of April 5, 2004 ("Amendment Date"), between
Aerospace Products International, Inc., a Delaware corporation, 3778 Distriplex
Drive North, Memphis, TN 38118 (the "Company"), and Paul J. Fanelli, an
individual, c/o Aerospace Products International, Inc., 3778 Distriplex Drive
North, Memphis, TN 38118 (the "Executive").

                  WHEREAS, the parties hereto have previously entered into a
certain Executive Employment Agreement dated as of February 2, 2004 (the "EEA"),
all the terms and conditions of which are incorporated by reference into this
First Amendment; and

                  WHEREAS, the parties hereto wish to amend the EEA;

                  NOW, THEREFORE, taking into account the foregoing and in
consideration of the mutual promises and conditions contained herein, the
parties hereto agree as follows, effective as of the Amendment Date:


I. Section I .1 of the EEA is as of the Amendment Date revoked and replaced in
its entirety by the following provisions:

               .1    Employment.  As of the Amendment Date, the Company employs
     the Executive and the Executive hereby accepts  employment as its President
     upon the terms and conditions hereinafter set forth.


II. Section I .3 of the EEA is as of the Amendment Date revoked and replaced in
its entirety by the following provisions:

               .3    Executive Duties. As the President, the Executive
     shall act as the chief  executive  officer of the Company and shall perform
     such duties  customary  to such office as are  reasonably  requested by the
     Company's  Board of Directors  (the  "Board").  The Executive  shall report
     directly to the Board and to such Director or other person as the Board may
     from time to time  designate.  The  Executive  agrees  to  devote  his full
     business time (with  allowances for vacations and sick leave) and attention
     and best efforts to the affairs of the Company and its parent, subsidiaries
     and affiliates  during the Employment  Term.  Executive shall not, while an
     employee of the Company, directly or indirectly, be engaged (including as a
     stockholder  owning  more  than  five (5)  percent  of a  company's  stock,
     proprietor,   general  partner,  limited  partner,   trustee,   consultant,
     employee, director, officer, lender, investor or otherwise) in any business
     or activity that is competitive with that of the Company, its parent or any
     of its subsidiaries, or affiliates.

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III. A new Section II.3(c) shall be added to the EEA, as follows:

                  (c) Executive shall be eligible to participate in the
                  Company's annual incentive compensation bonus plan in
                  accordance with all of that plan's then-current policies,
                  procedures, terms, and conditions, except that Executive shall
                  be eligible to be considered for such bonus compensation at a
                  maximum of 75% of Base Salary instead of the maximum otherwise
                  then provided in such plan.


IV. Section II .1 of the EEA is as of the Amendment Date revoked and replaced in
its entirety by the following provisions:


               .1    Base Salary.  Commencing as of the  Amendment  Date and
     during the  Employment  Term,  the Company  shall pay to the  Executive  an
     annualized  base  salary  of  Two  Hundred  Twenty  Five  Thousand  Dollars
     ($225,000) per year (the "Base  Salary"),  payable in  substantially  equal
     biweekly  installments  of $8,653  Dollars  and 85 Cents  ($8,653.85).  The
     Company  will review  annually and may, but is not required to, in the sole
     discretion  of the Board of Directors of the  Company,  increase  such Base
     Salary  in  light  of the  Executive's  performance,  inflation  in cost of
     living, or other factors.  The Company shall not decrease  Executive's Base
     Salary during the Employment Term.


V. All other terms and conditions of the EEA shall continue to remain in full
force and effect. No notice of this First Amendment need be served pursuant to
Section V.1 of the EEA.

                  IN WITNESS WHEREOF, the parties have executed this Agreement
as of the Amendment Date.

AEROSPACE PRODUCTS                          PAUL J. FANELLI
INTERNATIONAL INC.                          an individual
a Delaware corporation


By:  /s/ Michael C. Culver                  /s/ Paul J. Fanelli
   -----------------------                  -------------------
Title:  Chairman of API


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