Exhibit 10.39

AMENDED AND RESTATED
EVANS & SUTHERLAND COMPUTER CORPORATION
EXECUTIVE SAVINGS PLAN
(May 16, 2002)

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TABLE OF CONTENTS

|                                                               |  |                                                                |  | PAGE
|-------------------------------------------------------------- |  | -------------------------------------------------------------- |  | ----
|ARTICLE 1
EFFECTIVE DATE                                      
|1.1                                                            |  | EFFECTIVE DATE                                                 |  | 1   
|ARTICLE 2
DEFINITIONS AND CONSTRUCTION                        
|2.1                                                            |  | DEFINITIONS                                                    |  | 1   
|2.2                                                            |  | CONSTRUCTION                                                   |  | 4   
|ARTICLE 3
ELIGIBILITY AND PARTICIPATION                       
|3.1                                                            |  | GENERAL                                                        |  | 4   
|3.2                                                            |  | APPLICATION TO PARTICIPATE                                     |  | 4   
|3.3                                                            |  | TIMING OF PARTICIPATION                                        |  | 5   
|3.4                                                            |  | DISCONTINUANCE OF PARTICIPATION                                |  | 5   
|ARTICLE 4
PARTICIPANT DEFERRALS                               
|4.1                                                            |  | PARTICIPANT DEFERRALS                                          |  | 5   
|4.2                                                            |  | DESIGNATION AND CHANGE OF DESIGNATION OF PARTICIPANT DEFERRALS |  | 5   
|ARTICLE 5
EMPLOYER CONTRIBUTIONS                              
|5.1                                                            |  | MATCHING CONTRIBUTIONS                                         |  | 6   
|5.2                                                            |  | DISCRETIONARY CONTRIBUTIONS                                    |  | 6   
|5.3                                                            |  | ELIGIBLE PARTICIPANTS                                          |  | 6   
|ARTICLE 6
CREDITING OF CONTRIBUTIONS AND INVESTMENT EXPERIENCE
|6.1                                                            |  | TRANSFER TO TRUSTEE                                            |  | 6   
|6.2                                                            |  | CREDITING OF INVESTMENT EXPERIENCE TO ACCOUNTS                 |  | 6   
|6.3                                                            |  | INVESTMENT DIRECTION                                           |  | 7   
|ARTICLE 7
VESTING                                             
|7.1                                                            |  | FULL VESTING                                                   |  | 8   
|ARTICLE 8
DISTRIBUTION OF BENEFITS                            
|8.1                                                            |  | NORMAL AND LATE RETIREMENT                                     |  | 8   
|8.2                                                            |  | DISABILITY RETIREMENT                                          |  | 9   
|8.3                                                            |  | DEATH                                                          |  | 9   
|8.4                                                            |  | OTHER SEPARATIONS FROM EMPLOYMENT                              |  | 9   
|8.5                                                            |  | HARDSHIP DISTRIBUTIONS                                         |  | 9   
|8.6                                                            |  | ACCELERATION OF BENEFITS                                       |  | 11  
|8.7                                                            |  | TIME OF DISTRIBUTION OF BENEFITS                               |  | 11  
|8.8                                                            |  | METHOD OF DISTRIBUTION                                         |  | 11  
|8.9                                                            |  | DESIGNATION OF BENEFICIARY                                     |  | 11  
|8.10                                                           |  | PAYMENTS TO DISABLED                                           |  | 12  
|8.11                                                           |  | UNDERPAYMENT OR OVERPAYMENT OF BENEFITS                        |  | 12  

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|ARTICLE 9
INALIENABILITY OF BENEFITS        
|--------------------------------------------
|9.1                                         
|9.2                                         
|9.3                                         
|ARTICLE 10
ADMINISTRATION                   
|10.1                                        
|10.2                                        
|10.3                                        
|10.4                                        
|10.5                                        
|10.6                                        
|10.7                                        
|10.8                                        
|10.9                                        
|10.10                                       
|10.11                                       
|ARTICLE 11
SCOPE OF RESPONSIBILITY          
|11.1                                        
|ARTICLE 12
AMENDMENT, MERGER AND TERMINATION
|12.1                                        
|12.2                                        
|12.3                                        
|12.4                                        
|ARTICLE 13
GENERAL PROVISIONS               
|13.1                                        
|13.2                                        
|13.3                                        
|13.4                                        
|13.5                                        
|13.6                                        

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Exhibit 10.39

AMENDED AND RESTATED
EVANS & SUTHERLAND COMPUTER CORPORATION
EXECUTIVE SAVINGS PLAN

PREAMBLE

Evans & Sutherland Computer Corporation (the "Employer") previously adopted the Evans & Sutherland Computer Corporation Executive Savings Plan,
originally effective July 1, 1995 ("Plan"). The Employer amended and restated such plan by adopting this Amended and Restated Evans & Sutherland Computer Corporation Executive Savings
Plan, effective October 1, 1997. The Employer again amends and restates the Plan to incorporate certain additional changes.

The
provisions of the Plan, as set forth herein, shall apply only to a Participant whose termination from employment occurs on or after the Effective Date of the Restated Plan noted in
Section 1.1.

ARTICLE 1
EFFECTIVE DATE

1.1EFFECTIVE DATE.

The
original effective date of the Plan was July 1, 1995. Except as otherwise specifically provided with respect to particular provisions of the Plan, the provisions of this
Amended and Restated Plan shall be effective as of May 16, 2002.

ARTICLE 2
DEFINITIONS AND CONSTRUCTION

2.1DEFINITIONS.

When
a word or phrase shall appear in this Plan with the initial letter capitalized, and the word or phrase does not commence a sentence, the word or phrase shall generally be a term
defined in this Section 2.1. The following words and phrases utilized in the Plan with the initial letter capitalized shall have the meanings set forth in this Section 2.1, unless a
clearly different meaning is required by the context in which the word or phrase is used:



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2.2CONSTRUCTION.

The
masculine gender, where appearing in the Plan, shall include the feminine gender (and vice versa), and the singular shall include the plural, unless the context clearly indicates to
the contrary. The term "delivered to the Plan Administrator," as used in the Plan, shall include delivery to a person or persons designated by the Plan Administrator for the disbursement and receipt
of administrative forms. Headings and subheadings are for the purpose of reference only and are not to be considered in the construction of this Plan. If any provision of this Plan is determined to be
for any reason invalid or unenforceable, the remaining provisions shall continue in full force and effect. All of the provisions of this Plan shall be construed and enforced according to the laws of
the State of Utah and shall be administered according to the laws of such state, except as otherwise required by the Act, the Code or other Federal law.

ARTICLE 3
ELIGIBILITY AND PARTICIPATION

3.1GENERAL.

This
Plan is intended to be a "top hat plan" for purposes of the Act and, as a result, the Plan will be unfunded and participation in the Plan shall be limited to a "select group of
management or highly compensated employees" for purposes of Title I of the Employee Retirement Income Act of 1974, as amended. From this "select group", the compensation committee of the Board
(the "Compensation Committee") shall designate the Employees who are eligible to participate in this Plan. All such designations shall be in the Compensation Committee's unfettered discretion and no
Employee shall have the right to participate in this Plan until the Employee has been designated as an eligible Employee by the Compensation Committee.

3.2APPLICATION TO PARTICIPATE.

Each
Employee who is designated as eligible to participate in the Plan by the Compensation Committee may become a Participant by completing and signing an enrollment form provided by, or
acceptable to, the Plan Administrator and delivering the form to the Plan Administrator. The Employee shall designate on the form the amount of his Participant Deferrals and shall authorize the
reduction of his Earnings in an amount equal to his Participant Deferrals.

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3.3TIMING OF PARTICIPATION.

After
an Employee has been selected by the Compensation Committee to participate in the Plan, the Employee will have 30 days to notify the Plan Administrator whether he will
participate in the Plan. If the Employee timely notifies the Plan Administrator of his intent to participate in the Plan, the Employee's participation will commence the beginning of the first payroll
period following or coinciding with the first day of the calendar month after the Plan Administrator is so notified. If the Employee does not timely notify the Plan Administrator of his intent to
participate in the Plan, the Employee may commence participation as of the first payroll period following or coinciding with the first day of any later calendar quarter by notifying the Plan
Administrator prior to the first day of such calendar quarter in accordance with procedures adopted by the Compensation Committee.

3.4DISCONTINUANCE OF PARTICIPATION.

Once
an Employee is designated as eligible to participate, he will remain eligible for all future Plan Years unless the Compensation Committee specifically discontinues his eligibility.
In the exercise of its discretion, the Compensation Committee may elect to discontinue an Employee's participation in the Plan at any time and for any or no reason. If an Employee's participation in
the Plan is discontinued, the Employee will no longer be eligible to make Participant Deferrals or to receive Discretionary or Matching Contributions. The Employee will not be entitled to receive a
distribution from his accounts, however, until the occurrence of one of the events listed in Sections 8.1 through 8.5. Notwithstanding the preceding sentence, the Plan Administrator, in its
discretion, may allow for the earlier distribution of the Participant's accounts pursuant to Section 8.4.

ARTICLE 4
PARTICIPANT DEFERRALS

4.1PARTICIPANT DEFERRALS.



4.2DESIGNATION AND CHANGE OF DESIGNATION OF PARTICIPANT DEFERRALS.

All
designations or changes of designation of the amount of Participant Deferrals to be elected shall be made on forms supplied by, or acceptable to, the Plan Administrator, signed by
the Participant and delivered to the Plan Administrator. A designation shall be effective as of the beginning of the first
payroll period following or coinciding with the first day of the next calendar quarter after it is received by the Plan Administrator. A payroll deduction designation form shall be effective until it
is succeeded by another valid payroll deduction designation form or until the Participant's right to make Participant Deferrals is otherwise suspended or terminated.

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ARTICLE 5
EMPLOYER CONTRIBUTIONS

5.1MATCHING CONTRIBUTIONS.

Subject
to its right to amend or terminate this Plan, the Employer will make a Matching Contribution on behalf of each eligible Participant in an amount equal to fifty percent (50%) of
the Participant's Participant Deferrals for the Plan Year; provided, however, that Participant Deferrals in excess of 6% of the Participant's Earnings shall be disregarded for this purpose. Matching
Contributions shall be made by the Employer directly to the Trust.

5.2DISCRETIONARY CONTRIBUTIONS.

In
addition to its Matching Contributions, the Employer may make Discretionary Contributions on behalf of selected eligible Participants in such amounts, if any, as shall be determined
from time to time by the Employer.

5.3ELIGIBLE PARTICIPANTS.

A
Participant will be entitled to receive a Matching Contribution for a Plan Year if the Participant made any Participant Deferrals for the Plan Year, regardless of whether the
Participant is employed by the Employer on the last day of the Plan Year. A Participant will be entitled to receive a Discretionary Contribution for a Plan Year if the Participant is employed by the
Employer on the date that the Discretionary Contribution is approved by the Employer.

ARTICLE 6
CREDITING OF CONTRIBUTIONS AND INVESTMENT EXPERIENCE

6.1TRANSFER TO TRUSTEE.

In
the Committee's discretion, all Participant Deferrals, Matching Contributions, and Discretionary Contributions shall be transmitted to the Trustee by the Plan Administrator as soon as
reasonably practicable and shall be credited to the Participant Deferrals Account, Matching Contributions Account, and Discretionary Contributions Account, respectively, of the Participant immediately
upon receipt. All payments from an Account between Valuation Dates shall be charged against the Account as of the preceding Valuation Date. The Accounts are bookkeeping accounts only and the Plan
Administrator is not in any way obligated to segregate assets for the benefit of any Participant. Notwithstanding anything in the Plan to the contrary in the event of a Change of Control, the Company
shall immediately transfer to the Trust Fund an amount of cash or other property equal to the amount credited to all Participants' Accounts under the Plan. Such transferred amount will be reduced by
the cash and other property held by the Trust Fund as of one day after the date of the Change of Control.

6.2CREDITING OF INVESTMENT EXPERIENCE TO ACCOUNTS.



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6.3INVESTMENT DIRECTION.



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ARTICLE 7
VESTING

7.1FULL VESTING.



Years of Service

Vested Percentage in Matching and
Discretionary Contributions AccountsLess than 1

0%1 but less than 2

33.33%2 but less than 3

66.66%3 or more

100.00%


The
balance of the Participant's Matching and Discretionary Contributions Accounts that remain unvested will be forfeited effective as of the date of the Participant's termination of
employment. In addition, if a Participant's employment is terminated for Cause, the Participant shall forfeit all amounts
credited to his Matching and Discretionary Contributions Accounts (both vested and nonvested amounts) as of the date of the Participant's termination of employment.

ARTICLE 8
DISTRIBUTION OF BENEFITS

8.1NORMAL AND LATE RETIREMENT.

A
Participant shall be entitled to full distribution of his accounts, as provided in Sections 8.7 and 8.8, upon actual retirement as of or after his Normal Retirement Date. A
Participant may remain in the employment of the Employer after his Normal Retirement Date, if he desires, and shall retire at such later time as he may desire, unless the Employer lawfully directs
earlier retirement.

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8.2DISABILITY RETIREMENT.

A
Participant who separates from employment due to Disability shall be entitled to a full distribution of his accounts as provided in Sections 8.7 and 8.8. Subject to
Section 8.7, the payments may commence as of his date of separation of employment due to Disability.

8.3DEATH.



8.4OTHER SEPARATIONS FROM EMPLOYMENT.

A
Participant who separates from employment for any reason, including termination of employment following a Change in Control or for Cause, but other than for retirement, death, or
Disability shall be entitled to distribution of his vested interest in his accounts at the time and in the manner provided in Sections 8.7 and 8.8. As set forth in Section 7.1(c), if a
Participant's employment is terminated for Cause, all amounts credited to the Participant's Matching and Discretionary Contributions Accounts shall be forfeited as of the date of such termination of
employment. In the exercise of its discretion, the Plan Administrator may also elect to commence distributions while the Participant is employed if the Participant's participation has been
discontinued pursuant to Section 3.4.

8.5HARDSHIP DISTRIBUTIONS.



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The
Plan Administrator may rely on any representations made by the Participant concerning the Participant's intended use of funds distributed to the Participant pursuant to this Section,
the urgency of any intended expenditures or any other relevant matters.



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The
Plan Administrator may rely upon any representations made by the Participant pursuant to this paragraph.

8.6ACCELERATION OF BENEFITS.



8.7TIME OF DISTRIBUTION OF BENEFITS.



8.8METHOD OF DISTRIBUTION.

Unless
a Participant requests a different distribution schedule and the Plan Administrator, in its discretion, agrees to such proposed distribution, distributions shall be made in one
lump sum. If distributions are made in installments, the unpaid balance shall continue to be invested in the Trust Fund in accordance with the Participant's direction and shall continue to share in
any gain or loss attributable to the Investment Funds. The Plan Administrator, in the exercise of its discretion, may elect to accelerate the distributions if an installment payment option has been
elected. The election made by the Participant shall apply to all payments to the Participant or his Beneficiary.

8.9DESIGNATION OF BENEFICIARY.

Each
Participant shall have the right to designate, on forms supplied by, or acceptable to, and delivered to the Plan Administrator, a Beneficiary or Beneficiaries to receive his
benefits hereunder in

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the event of the Participant's death. For each Participant who is married, his Beneficiary shall be deemed to be his spouse, unless the Participant's spouse consents to the Participant's Beneficiary
designation to the contrary. Such consent must be in writing, must acknowledge the effect of the beneficiary designation and the spouse's consent thereto. Subject to the foregoing, each Participant
may change his Beneficiary designation from time to time in the manner described above. Upon receipt of such designation by the Plan Administrator, such designation or change of designation shall
become effective as of the date of the notice, whether or not the Participant is living at the time the notice is received. There shall be no liability on the part of the Employer, the Plan
Administrator or the Trustee with respect to any payment authorized by the Plan Administrator in accordance with the most recent valid Beneficiary designation of the Participant in its possession
before receipt of a more recent and valid Beneficiary designation. If no designated Beneficiary is living when benefits become payable, or if there is no designated Beneficiary, the Beneficiary shall
be the Participant's spouse; or if no spouse is then living, such Participant's issue, including any legally adopted child or children, in equal shares by right of representation; or if no such
designated Beneficiary and no such spouse or issue, including any legally adopted child or children, is living upon the death of a Participant, or if all such persons die prior to the full
distribution of such Participant's benefits, then the Beneficiary shall be the estate of the Participant.

8.10PAYMENTS TO DISABLED.

If
a person entitled to any payment hereunder shall be under a legal disability, or in the sole judgment of the Plan Administrator shall otherwise be unable to apply such payment to his
own interest and advantage, the Plan Administrator in the exercise of its discretion may make any such payment in any one (1) or more of the following ways: (a) directly to such person,
(b) to his legal guardian or conservator, or (c) to his spouse or to any person charged with the legal duty of his support, to be expended for his benefit. The decision of the Plan
Administrator shall in each case be final and binding upon all persons in interest.

8.11UNDERPAYMENT OR OVERPAYMENT OF BENEFITS.

In
the event that, through misstatement or computation error, benefits are underpaid or overpaid, there shall be no liability for any more than the correct benefit sums under the Plan.
Overpayments may be deducted from future payments under the Plan, and underpayments may be added to future payments under the Plan. In lieu of receiving reduced benefits under the Plan, a Participant
or beneficiary may elect to make a lump sum repayment of any overpayment.

ARTICLE 9
INALIENABILITY OF BENEFITS

9.1NO ASSIGNMENT PERMITTED.



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9.2QUALIFIED DOMESTIC RELATIONS ORDERS.

A
"qualified domestic relations order" is an order described in Section 206(d)(3) of the Act that permits distribution of benefits in a distribution mode provided under the Plan,
does not require payment of increased benefits and does not require payment of benefits allocated to a different alternate payee under a prior qualified domestic relations order.

9.3PROCESSING QUALIFIED DOMESTIC RELATIONS ORDERS.



ARTICLE 10
ADMINISTRATION

10.1PLAN ADMINISTRATOR.

The
Employer shall be the Plan Administrator, but it may delegate its duties as such to a committee appointed in accordance with Section 10.5.

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10.2ALLOCATION OF FIDUCIARY RESPONSIBILITY.

The
Plan Administrator is the named fiduciary with respect to the administration of the Plan. It shall not be responsible for any fiduciary functions or other duties assigned to the
Trustee pursuant to this Plan or the Trust Agreement.

10.3POWERS OF THE PLAN ADMINISTRATOR.



10.4CLAIMS.



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10.5CREATION OF COMMITTEE.

The
Employer may appoint a committee to perform its duties as Plan Administrator by the adoption of appropriate Board resolutions. The committee shall consist of at least two
(2) members, and they shall hold office during the pleasure of the Board. The committee members shall serve without compensation but shall be reimbursed for all expenses by the Employer. The
committee shall conduct itself in accordance with the provisions of this ARTICLE TEN. The members of the committee may resign with thirty (30) days notice in writing to the Employer and may be
removed immediately at any time by written notice from the Employer.

10.6CHAIRMAN AND SECRETARY.

The
committee may elect a chairman from among its members and may select a secretary who is not required to be a member of the committee and who may be authorized to execute any document
or
documents on behalf of the committee. The secretary of the committee or his designee shall record all acts and determinations of the committee and shall preserve and retain custody of all such
records, together with such other documents as may be necessary for the administration of this Plan or as may be required by law.

10.7APPOINTMENT OF AGENTS.

The
committee may appoint such other agents, who need not be members of the committee, as it may deem necessary for the effective performance of its duties, whether ministerial or
discretionary, as the committee may deem expedient or appropriate. The compensation of any agents who are not Employees of the Employer shall be fixed by the committee within any limitations set by
the Board.

10.8MAJORITY VOTE AND EXECUTION OF INSTRUMENTS.

In
all matters, questions, and decisions, the action of the committee shall be determined by a majority vote of its members. They may meet informally or take any ordinary action without
the

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necessity of meeting as a group. All instruments executed by the committee shall be executed by a majority of its members or by any member of the committee designated to act on its behalf.

10.9ALLOCATION OF RESPONSIBILITIES AMONG COMMITTEE MEMBERS.

The
committee may allocate responsibilities among its members or designate other persons to act on its behalf. Any allocation or designation, however, must be set forth in writing and
must be retained in the permanent records of the committee.

10.10CONFLICT OF INTEREST.

No
member of the committee who is a Participant shall take any part in any action in connection with his participation as an individual. Such action shall be voted or decided by the
remaining members of the committee.

10.11OTHER FIDUCIARY CAPACITIES.

The
members of the committee may also serve in any other fiduciary capacity, and, specifically, all or some members of the committee may serve as Trustee. Notwithstanding any other
provision of this Plan, if and so long as any two (2) members of the committee also serve as Trustee, any provision of this Plan or the Trust Agreement which requires a direction,
certification, notification, or other communication from the Plan Administrator to the Trustee shall be inapplicable. If and so long as any two (2) members of the committee also serve as
Trustee, any action taken by either the committee or the Trustee shall be deemed to be taken by the appropriate party.

ARTICLE 11
SCOPE OF RESPONSIBILITY

11.1SCOPE OF RESPONSIBILITY.



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ARTICLE 12
AMENDMENT, MERGER AND TERMINATION

12.1AMENDMENT.

The
Employer shall have the right at any time, by an instrument in writing duly executed, acknowledged and delivered to the Plan Administrator and the Trustee, to modify, alter or amend
this Plan, in whole or in part, prospectively or retroactively; provided, however, that the duties and liabilities of the Plan Administrator and the Trustee hereunder shall not be substantially
increased without their written consent; and provided further that the amendment shall not reduce any Participant's interest in the Plan, calculated as of the date on which the amendment is adopted.
If the Plan is amended by the Board after it is adopted by an Affiliate, unless otherwise expressly provided, it shall be treated as so amended by such Affiliate without the necessity of any action on
the part of the Affiliate.

12.2MERGER OR CONSOLIDATION OF EMPLOYER.

The
Plan shall not be automatically terminated by the Employer's acquisition by or merger into any other employer, but the Plan shall be continued after such acquisition or merger if the
successor employer elects and agrees to continue the Plan and to become a party to the Trust Agreement. All rights to amend, modify, suspend, or terminate the Plan shall be transferred to the
successor employer, effective as of the date of the merger and provided specifically that the successor employer shall not have the right to amend the Plan to reduce any Participant's interest in the
Plan, calculated as of the date on which any amendment is adopted.

12.3TERMINATION OF PLAN OR DISCONTINUANCE OF CONTRIBUTIONS.

It
is the expectation of the Employer that this Plan and the payment of contributions hereunder will be continued indefinitely. However, continuance of the Plan is not assumed as a
contractual obligation of the Employer, and the right is reserved at any time to terminate this Plan or to reduce, temporarily
suspend, or discontinue contributions hereunder, provided that any such termination, reduction, suspension, or discontinuance of contributions shall not reduce any Participant's interest in the Plan,
calculated as of the date such action is taken.

12.4LIMITATION OF EMPLOYER LIABILITY.

The
adoption of this Plan is strictly a voluntary undertaking on the part of the Employer and shall not be deemed to constitute a contract between the Employer and any Employee or
Participant or to be consideration for, an inducement to, or a condition of the employment of any Employee. A Participant, Employee, or Beneficiary shall not have any right to retirement or other
benefits except to the extent provided herein.

ARTICLE 13
GENERAL PROVISIONS

13.1LIMITATION ON PARTICIPANTS' RIGHTS.

Participation
in the Plan shall not give any Employee the right to be retained in the Employer's employ or any right or interest under the Plan or in the Trust Fund other than as herein
provided. The Employer reserves the right to dismiss any Employee without any liability for any claim either under the Plan or against the Trust Fund, except to the extent herein provided, or against
the Employer.

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13.2STATUS OF PARTICIPANTS AS UNSECURED CREDITORS.

All
benefits under the Plan shall be unsecured obligations of the Employer and, except for the assets placed in the Trust Fund as provided in this Plan, no assets of the Employer will be
segregated from the general assets of the Employer for the payment of benefits under this Plan. To the extent that any person acquires the right to receive payments under this Plan, such right shall
be no greater than the right of any unsecured general creditor of the Company.

13.3STATUS OF TRUST FUND.

The
Trust Fund is being established to assist the Employer in meeting its obligations to the Participants and to provide the Participants with a measure of protection in certain limited
instances. In certain circumstances described in the Trust Agreement, the assets of the Trust Fund will be used for the benefit of the Employer's creditors. Benefit payments due under this Plan shall
either be paid from the Trust Fund or from the Employer's general assets as directed by the Employer.

13.4UNIFORM ADMINISTRATION.

Whenever
in the administration of the Plan any action is required by the Plan Administrator, such action shall be uniform in nature as applied to all persons similarly situated.

13.5HEIRS AND SUCCESSORS.

All
of the provisions of this Plan shall be binding upon all persons who shall be entitled to any benefits hereunder, and their heirs and legal representatives.

13.6EMPLOYER-OWNED LIFE INSURANCE.



IN
WITNESS WHEREOF, the Employer has caused this Plan to be executed by its duly authorized representative on this    day
of                        , 2002.

| |  | EVANS & SUTHERLAND COMPUTER CORPORATION
| |  | ---------------------------------------
| |  | By:                                    
| |  | Name:                                  
| |  | Its:                                   

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