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                                                                    EXHIBIT 10.3


                                 September 26, 2000

[Name]
[Address]


Dear ____________:

     Planar Systems, Inc., an Oregon corporation (the "Company"), considers the
establishment and maintenance of a sound and vital management to be essential to
protecting and enhancing the best interests of the Company and its shareholders.
In this connection, the Company recognizes that, as is the case with many
publicly held corporations, the possibility of a Change in Control may exist and
that such possibility, and the uncertainty and questions which it may raise
among management, may result in the departure or distraction of management
personnel to the detriment of the Company and its shareholders. Accordingly, the
Board of Directors of the Company (the "'Board") has determined that appropriate
steps should be taken to reinforce and encourage the continued attention and
dedication of members of the Company's management to their assigned duties
without distraction in circumstances arising from the possibility of a Change in
Control of the Company.

     In order to induce you to remain in the employ of the Company, this letter
agreement sets forth the severance benefits which the Company agrees will be
provided to you in the event your employment with the Company is terminated
subsequent to a Change in Control of the Company under the circumstances
described below.

     1.   Right to Terminate.  The Company or you may terminate your employment
at any time, subject to the Company's obligations to provide the benefits
hereinafter specified in accordance with the terms hereof.

     2.   Term of Agreement.  This Agreement shall commence on the date hereof
and shall continue in effect until September 26, 2002; provided, however, that
commencing on September 26, 2002 and each September 26 thereafter, the term of
this Agreement shall automatically be extended for one additional year unless at
least 90 days prior to such September 26 date, the Company or you shall have
given notice that this Agreement shall not be extended; provided, however, that
this Agreement shall continue in effect for a period of twenty-four (24) months
beyond the term provided herein if a Change in Control, as defined in Section 3
hereto shall have occurred during such term. Notwithstanding anything in this
Section 2 to the contrary, this Agreement shall terminate if you or the Company
terminate your employment prior to a Change in Control as defined in Section 3
hereof.
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September 26, 2000
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     3.   Change in Control

          3.1  For purposes of this Agreement, a "Change in Control" shall mean
the occurrence of any of the following events:

               3.1.1  the approval by the Company's shareholders of a merger or
consolidation to which the Company is a party if the individuals and entities
who were shareholders of the Company immediately prior to the effective date of
such merger or consolidation would have beneficial ownership (as defined in Rule
13d-3 under the Securities Exchange Act of 1934) of less than fifty percent
(50%) of the total combined voting power for election of directors of the
surviving corporation immediately following the effective date of such merger or
consolidation;

               3.1.2  the acquisition (other than directly from the Company) by
any person or entity, or group of associated persons or entities acting in
concert of direct or indirect beneficial ownership (as defined in Rule 13d-3
under the Securities Exchange Act of 1934) of securities of the Company
representing twenty-five percent (25%) or more of the total combined voting
power of the Company's then issued and outstanding securities;

               3.1.3  the approval by the Company's shareholders of the sale of
all or substantially all of the assets of the Company to any person or entity
which is not a wholly-owned subsidiary of the Company;

               3.1.4  the approval by the Company's shareholders of any plan or
proposal for the liquidation of the Company; or

               3.1.5  a change in the Board occurring with the result that the
members of the Board on the effective date hereof (the "Incumbent Directors") no
longer constitute a majority of such Board, provided that any person becoming a
director whose election or nomination for election was supported by a majority
of the Incumbent Directors shall be considered an Incumbent Director for
purposes hereof.

     4.   Termination Following Change in Control.  If a Change in Control shall
have occurred, you shall be entitled to the benefits provided in Section 5.3
hereof upon the termination of your employment within twenty-four (24) months
after such Change in Control unless such termination is (a) because of your
death, (b) by the Company for Cause or Disability or (c) by you other than for
Good Reason (as all such capitalized terms are hereinafter defined).

          4.1  Disability.  Termination by the Company of your employment based
on "Disability" shall mean termination because of your absence from your duties
with the Company
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September 26, 2000
Page 3


on a full-time basis for a continuous period of five (5) months as a result of
your incapacity due to physical or mental illness, unless within thirty (30)
days after Notice of Termination (as hereinafter defined) is given to you
following such absence you shall have returned to the full-time performance of
your duties.

          4.2  Cause.  Termination by the Company of your employment for "Cause"
shall mean termination for any of the following reasons: (a) fraud or
misrepresentation by you, (b) theft or embezzlement of Company assets, (c)
intentional violations of law involving moral turpitude, (d) your continued
failure to satisfactorily perform the duties reasonably assigned to you for a
period of thirty (30) days after a written demand for such satisfactory
performance which specifically and with reasonable detail identifies the manner
in which it is alleged that you have not satisfactorily performed such duties,
provided, however, that no termination for Cause pursuant to this subparagraph
(d) will be effective until after you, together with your counsel, have had an
opportunity to be heard before the Board, and (e) any material breach of this
Agreement which, if curable, has not been cured within thirty (30) days after
written notice to you of such breach.

          4.3  Good Reason.  Termination by you of your employment for "Good
Reason" shall mean a good faith determination by you, in your reasonable
judgment, that any one or more of the following events has occurred without your
express written consent, after a Change in Control:

               4.3.1  A change in your responsibilities, titles or offices as in
effect immediately prior to the Change in Control, or any removal of you from,
or any failure to re-elect you to, any of such positions, which has the effect
of materially diminishing your responsibility or authority;

               4.3.2  A reduction by Company in your base salary as in effect
immediately prior to the Change in Control or any failure to pay you any
compensation or benefits to which your are entitled when due;

               4.3.3  A requirement by Company that you be based anywhere other
than within 25 miles of Beaverton, Oregon;

               4.3.4  Without replacement by plans, programs or arrangements
which, taken as a whole, provide benefits to you at least reasonably comparable
to those discontinued or adversely affected, (A) the failure by Company to
continue in effect (without reduction in benefit level and/or reward
opportunities), any material compensation or employee benefit plan, program or
arrangement in which you were participating immediately prior to a Change in
Control; or
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September 26, 2000
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(B) the taking of any action by Company that would materially adversely affect
your participation or materially reduce your benefits under any of such plans,
programs or arrangements;

               4.3.5  The failure by Company to obtain an agreement, reasonably
satisfactory to you, from any successor or assign of the Company to assume and
agree to perform this Agreement; or

               4.3.6  Any material breach of this Agreement by Company which
breach is not remedied for a period of thirty (30) days following written notice
by you to Company, which notice specifically identifies the nature of the
breach.

For purpose of this Agreement, "Plan" shall mean any compensation plan such as
an incentive, stock option or restricted stock plan or any employee benefit plan
such as a thrift, pension, profit sharing, medical, disability, accident, life
insurance, or relocation plan or policy or any other plan, program or policy of
the Company intended to benefit employees.

          4.4  Notice of Termination.  Any purported termination by the Company
or by you following a Change in Control shall be communicated by written Notice
of Termination to the other party hereto. For purposes of this Agreement, a
"'Notice of Termination" shall mean a notice which shall indicate the specific
termination provision in this Agreement relied upon and shall set forth in
reasonable detail the facts and circumstances claimed to provide a basis for
termination of your employment under the provision so indicated.

          4.5  Date of Termination.  "Date of Termination" shall mean (a) if
your employment is to be terminated for Disability, thirty (30) days after
Notice of Termination is given (provided that you shall not have returned to the
performance of your duties on a full-time basis during such thirty (30) day
period), (b) if your employment is to be terminated by the Company for Cause,
the date on which a Notice of Termination is given, and (c) if your employment
is to be terminated by you or by the Company for any other reason, the date
specified in the Notice of Termination, which shall be a date no earlier than
ninety (90) days after the date on which a Notice of Termination is given,
unless an earlier date has been agreed to by the party receiving the Notice of
Termination either in advance of, or after, receiving such Notice of
Termination. Notwithstanding anything in the foregoing to the contrary, if the
party receiving the Notice of Termination has not previously agreed to the
termination, then within thirty (30) days after any Notice of Termination is
given, the party receiving such Notice of Termination may notify the other party
that a dispute exists concerning the termination, in which event the Date of
Termination shall be the date set either by mutual written agreement of the
parties or by the arbitrator in a proceeding as provided in Section 12 hereof.
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September 26, 2000
Page 5


     5.   Compensation Upon Termination or During Disability.

          5.1  During any period following a Change in Control that you fail to
perform your duties as a result of incapacity due to physical or mental illness,
you shall continue to receive your full base salary at the rate then in effect
and any benefits or awards under any Plans shall continue to accrue during such
period, to the extent not inconsistent with such Plans, until your employment is
terminated pursuant to and in accordance with paragraphs 4.1, 4.4 and 4.5
hereof. Thereafter, your benefits shall be determined in accordance with the
Plans then in effect.

          5.2  If your employment shall be terminated for Cause or as a result
of your death following a Change in Control of the Company, the Company shall
pay you your full base salary through the Date of Termination at the rate in
effect just prior to the time a Notice of Termination is given plus any benefits
or awards (including both the cash and stock components) which pursuant to the
terms of any Plans have been earned or become payable, but which have not yet
been paid to you. Thereupon the Company shall have no further obligations to you
under this Agreement.

          5.3  If within twenty-four (24) months after a Change in Control shall
have occurred, as defined in Section 3 above, your employment by the Company
shall be terminated (a) by the Company other than for Cause or Disability or as
a result of your death or (b) by you for Good Reason, then, by no later than the
fifth day following the Date of Termination (except as otherwise provided), you
shall be entitled, without regard to any contrary provisions of any Plan, to the
following severance benefits:

               5.3.1  the Company shall pay your full base salary through the
Date of Termination at the rate in effect just prior to the time a Notice of
Termination is given plus any benefits or awards (including both cash and stock
components) which pursuant to the terms of any Plans have been earned or become
payable, but which have not yet been paid to you (including amounts which
previously had been deferred at your request);

               5.3.2  as severance pay and in lieu of any further salary for
periods subsequent to the Date of Termination, the Company shall pay to you in a
single payment an amount in cash equal to (i) an amount equal to one (1) times
the higher of (A) your annual base salary at the rate in effect just prior to
the time a Notice of Termination is given, or (B) your annual base salary in
effect immediately prior to the Change in Control, plus (ii) an amount equal to
one (1) times the higher of (A) your target bonus for the year in which a Notice
of Termination is given, or (B) your target bonus for the year in which the
Change in Control occurs;
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September 26, 2000
Page 6


               5.3.3  for a twelve (12) month period after the Date of
Termination, the Company shall arrange to provide you and your dependents with
life, accident, medical and dental insurance benefits substantially similar to
those which you were receiving immediately prior to the Change in Control of the
Company. Notwithstanding the foregoing, the Company shall not provide any
benefit otherwise receivable by you pursuant to this paragraph 5.3.3 to the
extent that a similar benefit is actually received by you from a subsequent
employer during such twelve (12) month period, and any such benefit actually
received by you shall be reported to the Company;

               5.3.4  any and all outstanding options to purchase stock of the
Company (or any Successor) which were granted to you after the date of this
Agreement and that would vest and become exercisable during the twelve month
period after the Date of Termination shall immediately vest and become
exercisable in full; and

               5.3.5  the Company shall pay you for any vacation time earned but
not taken at the Date of Termination, at an hourly rate equal to your annual
base salary as in effect immediately prior to the time a Notice of Termination
is given divided by 2080.

          5.4  Except as specifically provided above, the amount of any payment
provided for in this Section 5 shall not be reduced, offset or subject to
recovery by the Company by reason of any compensation earned by you as the
result of employment by another employer after the Date of Termination, or
otherwise. Your entitlements under Section 5.3 are in addition to, and not in
lieu of any rights, benefits or entitlements you may have under the terms or
provisions of any Plan.

     6.   Successors; Binding Agreement.

          6.1  The Company will seek to have any Successor (as hereinafter
defined), by agreement in form and substance satisfactory to you, assume the
Company's obligations under this Agreement or assent to the fulfillment by the
Company of its obligations under this Agreement. This Agreement will be binding
upon and inure to the benefit of the Company and any Successor (and such
Successor shall thereafter be deemed the "Company" for purposes of this
Agreement), but will not otherwise be assignable, transferable or delegable by
the Company. For purposes of this Agreement, "Successor" shall mean any Person
that succeeds to, or has the practical ability to control (either immediately or
with the passage of time), the Company's business directly, by merger,
consolidation or purchase of assets, or indirectly, by purchase of the Company's
Voting Securities or otherwise.
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September 26, 2000
Page 7


          6.2  This Agreement shall inure to the benefit of and be enforceable
by your personal or legal representatives, executors, administrators,
successors, heirs, distributees, devisees and legatees. If you should die while
any amount would still be payable to you hereunder if you had continued to live,
all such amounts, unless otherwise provided herein, shall be paid in accordance
with the terms of this Agreement to your devisee, legatee or other designee or,
if there be no such designee, to your estate.

     7.   Fees and Expenses.  The Company shall pay all legal fees and related
legal expenses incurred by you as a result of your seeking to obtain or enforce
any right or benefit provided by this Agreement.

     8.   Survival.  The respective obligations of, and benefits afforded to,
the Company and you as provided in Sections 5, 6, 7 and 12 of this Agreement
shall survive termination of this Agreement.

     9.   Notice.  For the purposes of this Agreement, notices and all other
communications provided for in this Agreement shall be in writing and shall be
deemed to have been duly given when delivered or mailed by United States
registered mail, return receipt requested, postage prepaid and addressed to the
address of the respective party set forth on the first page of this Agreement,
provided that all notices to the Company shall be directed to the attention of
the President of the Company, with a copy to the Secretary of the Company, or to
such other address as either party may have furnished to the other in writing.
In accordance herewith, except that notice of change of address shall be
effective only upon receipt.

     10.  Miscellaneous.  No provision of this Agreement may be modified, waived
or discharged unless such modification, waiver or discharge is agreed to in a
writing signed by you and the President of the Company. No waiver by either
party hereto at any time of any breach by the other party hereto of, or of
compliance with, any condition or provision of this Agreement to be performed by
such other party shall be deemed a waiver of similar or dissimilar provisions or
conditions at the same or at any prior or subsequent time. No agreements or
representations, oral or otherwise, express or implied, with respect to the
subject matter hereof have been made by either party which are not expressly set
forth in this Agreement. The validity, interpretation, construction and
performance of this Agreement shall be governed by the laws of the State of
Oregon.

     11.  Validity.  The invalidity or unenforcability of any provision of this
Agreement shall not affect the validity or enforceability of any other provision
of this Agreement, which shall remain in full force and effect.
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September 26, 2000
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     12.  Arbitration.  Any dispute or controversy arising under or in
connection with this Agreement shall be settled exclusively by arbitration in
Portland, Oregon in accordance with the rules of the American Arbitration
Association then in effect. Judgment may be entered on the arbitrator's award in
any court having jurisdiction; provided, however, that you shall be entitled to
seek specific performance of your right to be paid until the Date of Termination
during the pendency of any dispute or controversy arising under or in connection
with this Agreement. The Company shall bear all costs and expenses arising in
connection with any arbitration proceeding pursuant to this Section 12.

     13.  Related Agreements.  To the extent that any provision of any other
agreement between the Company or any of its subsidiaries and you shall limit,
qualify or be inconsistent with any provision of this Agreement, then for
purposes of this Agreement, while the same shall remain in force, the provision
of this Agreement shall control and such provision of such other agreement shall
be deemed to have been superseded, and to be of no force or effect, as if such
other agreement had been formally amended to the extent necessary to accomplish
such purpose.

     14.  Counterparts.  This Agreement may be executed in several counterparts,
each of which shall be deemed to be an original, but all of which together will
constitute one and the same instrument.

     If this letter correctly sets forth our agreement on the subject matter
hereof, kindly sign and return to the Company the enclosed copy of this letter
which will then constitute our agreement on this subject.

                              Sincerely,

                              Planar Systems, Inc.


                              By:
                                 -----------------------------------------------
                                    Balaji Krishnamurthy
                                    President and Chief Executive Officer


Agreed and Accepted:

-------------------------
(Name)