EXHIBIT 10.10


                                                          [L/CDM/NA/001103/F]


           AGREEMENT, dated as  of July 1,  2000, between THOMSON  MULTIMEDIA
 LICENSING INC. (hereinafter called  "TML"), a Delaware, U.S.A.,  corporation
 having an office  at Two Independence  Way, Princeton,  New Jersey,  U.S.A.,
 WELLS-GARDNER  ELECTRONICS  CORPORATION  (hereinafter  called   "Licensee"),
 having an office at 2701 North Kildare Avenue, Chicago, Illinois 60639-2014,
 U.S.A.



                             W I T N E S S E T H:

           In consideration  of  the premises  and  of the  covenants  herein
 contained, the parties hereto agree as follows:


                                  ARTICLE I
                                 DEFINITIONS

           For the  purposes  of  this Agreement,  the  following  terms  are
 defined:

      SECTION 1. "Contract  Apparatus" means  "Color  Display  Monitors"  and
 shall include both complete Color Display Monitors as well as such  monitors
 which are complete except for cabinets or other permanent housings.

      SECTION 2.

           (a) "Chromatic  Colors"  means  colors  such  as  reds,   oranges,
      yellows, greens, and blues, as distinguished from the achromatic colors
      of black, white and grays.

           (b) "Color  Cathode  Ray Tube"  means  an Electron Tube  in  which
      electrical impulses are converted into a visible representation thereof
      and in which such visible representation may be produced in two or more
      Chromatic Colors.

           (c) "Color Display Monitor" means color display apparatus designed
      or adapted  to provide  color display  of alphanumeric  and/or  graphic
      information from computers,  character generators,  word processors  or
      other similar types  of equipment.   However, the  term "Color  Display
      Monitor" shall  not  include any  apparatus  capable of  receiving  and
      processing standard broadcast television signals.

           (d) "Electron Tube"   means  a  device  comprising  two  or   more
      electrodes and an envelope which is to any extent evacuated or contains
      gas, vapor or liquid under any  degree of pressure, and which  operates
      by the passage of an electric current through such vacuum, gas or vapor
      to change the form of, control or modify energy supplied thereto.

      SECTION 3.

           (a) (i)   "Patents" means letters patent, certificates of  utility
      and utility models, rights (by license or otherwise) with respect to or
      under letters  patent,  certificates  of utility  and  utility  models,
      applications for letters  patent, certificates of  utility and  utility
      models which have been opened for public inspection, and all  reissues,
      divisions, continuations and  extensions thereof.   The term  "Patents"
      does not include copyrights or trademarks.

              (ii)   "TML's Patents" means  Patents (as hereinabove  defined)
      owned, controlled and/or acquired by TML at any time during the term of
      this Agreement, with respect to which  and to the extent to which,  and
      subject to the  conditions under  which, TML  shall have  the right  to
      grant or cause to  be granted licenses to  Licensee during the term  of
      this Agreement.

           (b) "Subsidiary" of either party  is any  corporation (which  term
      includes any legal entity similar to  a corporation), or other kind  of
      business organization,  in which  such party  now  or hereafter  has  a
      "controlling interest".  "Controlling interest" means, in the case of a
      corporation, direct or indirect ownership or control by such party,  at
      any time  during the  term of  this Agreement,  of that  number of  the
      shares thereof  representing  the right  to  elect a  majority  of  the
      directors of the corporation  or persons performing similar  functions;
      and, in the case of any  other kind of business organization, it  means
      that direct or indirect  ownership or control, at  any time during  the
      term of  this Agreement,  of the  capital  thereof, or  other  interest
      therein, by or through which such party exercises, or has the power  to
      exercise, in any manner, directly  or indirectly, control or  direction
      thereof.  Any such corporation or  other kind of business  organization
      shall constitute a Subsidiary only for a period during the term of this
      Agreement that such controlling interest exists.



                                  ARTICLE II
                                   LICENSES

      SECTION 1. TML  hereby  grants   to  Licensee  a  non-exclusive,   non-
 transferable, non-assignable, indivisible license, right and privilege under
 all of  TML's  Patents of  Canada,  Mexico and  the  United States  to  make
 Contract Apparatus, and  a non-exclusive, non-transferable,  non-assignable,
 and indivisible license, right and privilege  under all of TML's Patents  of
 all countries  of  the  world to  use,  offer  for sale,  import,  lease  or
 otherwise dispose of such Contract Apparatus.

      SECTION 2. Anything in this Agreement to the contrary  notwithstanding,
 no license  is  herein  granted, and  no  act  or acts  hereunder  shall  be
 construed as or result in conveying any license, to Licensee or to any third
 party, expressly or by implication, estoppel or otherwise:

           (a)  with respect to Color Cathode Ray Tubes; and

           (b)  other than the licenses herein expressly granted to  Licensee
                pursuant to Section 1 of this Article II.

      SECTION 3. At any time during the term of this Agreement, upon  written
 request of Licensee, TML agrees to grant or cause to be granted to Licensee,
 in a standard form or forms in which TML then grants or causes to be granted
 such license  or  licenses, a  non-exclusive  license or  licenses  for  the
 manufacture of Contract Apparatus under TML's Patents of other countries  of
 the world.


                                 ARTICLE III
                                 COMPENSATION

      SECTION 1. Licensee agrees to pay compensation to TML as follows:

           (a) the sum of  U.S. $500.00 within  thirty (30)  days after  this
      Agreement becomes effective; and

           (b) the sum of U.S. $1.25  with respect to  each unit of  Contract
      Apparatus licensed under Article II, Section 1 of this Agreement.


      SECTION 2.

           (a) Within thirty (30) days after March 31, June 30, September  30
      and December  31  of each  year  during  the term  of  this  Agreement,
      Licensee shall  furnish TML  with a  written statement  specifying  the
      number of  units of  Contract Apparatus  licensed hereunder  and  used,
      sold, leased or otherwise disposed of by Licensee during the  preceding
      calendar quarter, and the total  net compensation payable with  respect
      thereto.  The first such statement  furnished by Licensee to TML  shall
      include such information for all Contract Apparatus licensed  hereunder
      and used, sold, leased  or otherwise disposed of  by Licensee from  the
      effective date  of this  Agreement  to the  last  day of  the  calendar
      quarter covered by  such statement.   At  the time  of furnishing  such
      statements, Licensee shall also  make the payments prescribed  therefor
      in Section 1 of this Article III in  the manner set forth in Section  5
      of this Article III.

           (b) A similar statement shall be rendered and payment made to  TML
      within thirty (30) days after, and  as of, the date of any  termination
      of this Agreement covering the period  from the end of that covered  by
      the last  preceding  statement to  the  date of  such  termination  and
      including all Contract Apparatus manufactured  during the term of  this
      Agreement, or actually in manufacture upon  the date of termination  of
      this Agreement, and  not used, sold,  leased or  otherwise disposed  of
      prior to such termination, which Contract Apparatus, for the purpose of
      computing the payments to be made under Section 1 of this  Article III,
      shall be  considered as  having been  used, sold,  leased or  otherwise
      disposed of by Licensee prior to termination of this Agreement.

           (c) Contract Apparatus shall be considered  as used, sold,  leased
      or otherwise  disposed  of,  as  the case  may  be,  when  billed  out,
      delivered, shipped or mailed to a  customer, or when used or set  aside
      for future use by Licensee, whichever shall first occur.

      SECTION 3. Licensee shall  keep true  and accurate  records, files  and
 books of account containing  all the data reasonably  required for the  full
 computation and verification of the amounts  to be paid and the  information
 to be given in the statements  provided for herein.  Licensee shall,  during
 usual business  hours, permit  TML or  its duly  authorized  representatives
 adequately to  inspect the  same for  the sole  purpose of  determining  the
 amounts payable by Licensee pursuant to Section 1 of this Article III.   The
 inspections should be  limited to  one per year  and upon  30 days  advanced
 written notice  and inspection  by outside  auditors  or accountants.    The
 results of these inspections should be held in strict confidence by Licensor
 and not be  used for any  purpose other than  to enforce the  terms of  this
 license agreement.    In  lieu  of  such inspections  by  TML  or  its  duly
 authorized representatives,  Licensee shall  have the  option to  have  such
 inspections made at Licensee's expense by independent chartered or certified
 public accountants mutually acceptable to TML and Licensee (which acceptance
 shall not be unreasonably withheld).   Such inspections shall be made  under
 TML's instructions and the  results thereof shall be  made available to  TML
 and Licensee  when completed.   Such  option may  be exercised  at any  time
 during the term  of this Agreement  in respect of  any period  for which  an
 inspection has not been made to verify the amounts so payable.  Exercise  of
 such option by Licensee shall be in writing.


      SECTION 4. Licensee shall pay interest to TML from the date due to  the
 date of payment upon any and all amounts overdue and payable hereunder at  a
 rate equal to four percent (4.0%) over the published prime rate of the Chase
 Manhattan Bank, New York, New  York, as in effect  from time to time  during
 the period that any such amount is overdue.

      SECTION 5. All payments hereunder by Licensee  to TML shall be made  at
 such places as  TML may  direct in  writing from  time to  time without  any
 deductions for taxes  or charges of  any kind, which  taxes and charges,  if
 any, are assumed by Licensee.   Notwithstanding the foregoing, in the  event
 such  payment  is  made  from,  and  with  respect  to  Contract   Apparatus
 manufactured in, a country other than  the United States, any tax which  may
 be imposed on TML  by the Government  of the country  from which payment  is
 made (or any political subdivision thereof), and required by such Government
 or political subdivision  to be withheld  by Licensee, with  respect to  the
 compensation payable to TML pursuant to  Section 1 of this Article III,  may
 be deducted  by  Licensee before  payment  of such  compensation;  provided,
 however, that if any such tax  shall be imposed at a  rate in excess of  the
 United States corporation income tax applicable to TML on such  compensation
 for the taxable period for which such compensation is payable, then Licensee
 shall assume  the excess  of such  tax  over and  above such  United  States
 corporation income tax on such compensation, and shall pay such excess to or
 for the account of TML; and  provided, further, that Licensee shall  furnish
 TML with certified statements  and receipts and  with such other  supporting
 data as may be  required by the United  States Tax Authorities to  establish
 that any such tax has been withheld.


                                  ARTICLE IV
                             TERM AND TERMINATION

      SECTION 1. This Agreement shall be effective from the date first  above
 written and shall continue in effect, unless sooner terminated as  elsewhere
 provided in this Agreement, until June 30, 2005.

      SECTION 2.

           (a) If Licensee shall at any time default in rendering any of  the
      statements which may be  required hereunder, or in  the payment of  any
      monies which may be  due hereunder, or in  fulfilling any of the  other
      obligations or conditions hereof, and such  default shall not be  cured
      within thirty  (30) days  after written  notice  from TML  to  Licensee
      specifying the  nature of  the default,  TML shall  have the  right  to
      terminate this Agreement  by giving  written notice  of termination  to
      Licensee, and this Agreement  shall terminate upon  the giving of  such
      notice.

           (b) TML shall also have the right, to the full extent permitted by
      law,  to  terminate  this  Agreement   by  giving  written  notice   of
      termination to  Licensee  at any  time  upon  or after  the  filing  by
      Licensee of a petition  in bankruptcy or insolvency,  or upon or  after
      any adjudication that  Licensee is bankrupt  or insolvent,  or upon  or
      after the  filing  by  Licensee  of  any  petition  or  answer  seeking
      reorganization, readjustment or arrangementof the business of  Licensee
      under any law relating  to bankruptcy or insolvency,  or upon or  after
      the appointment  of a  receiver for  all or  substantially all  of  the
      property of Licensee, or  upon or after the  making by Licensee of  any
      assignment or attempted  assignment for  the benefit  of creditors,  or
      upon or after the institution of any proceedings for the liquidation or
      winding up  of  Licensee's  business or  for  the  termination  of  its
      corporate charter, and this Agreement  shall terminate upon the  giving
      of such notice.

           (c) In the  event  of  the direct  or  indirect  taking  over,  or
      assumption of control, of Licensee by any superior authority, TML shall
      have the right to terminate this Agreement at any time thereafter  upon
      giving written notice thereof to Licensee, and upon the giving of  such
      notice of termination this Agreement shall terminate forthwith.

      SECTION 3. Upon  termination  of  this  Agreement,  by  expiration   or
 otherwise, all licenses,  rights and obligations  hereunder shall cease  and
 determine except that  the licenses granted  under Section 1  of Article  II
 hereof shall  continue  as  to all  specific  units  of  Contract  Apparatus
 manufactured by Licensee during the term  of this Agreement, or actually  in
 manufacture on the date of termination of this Agreement, for the full terms
 of the Patents under which such Contract Apparatus is licensed hereunder  to
 be made and used, sold, leased or otherwise disposed of, and except that  no
 termination of this  Agreement, by  expiration or  otherwise, shall  release
 Licensee from  any  of  its obligations  accrued  hereunder  (including  its
 obligations  to  furnish  statements,   to  pay  compensation,  and   permit
 inspection of its  records, files,  and books  of account,  with respect  to
 Contract Apparatus  manufactured  during  the  term  of  this  Agreement  by
 Licensee),  or  rescind  anything  done  or   any  payment  made  or   other
 consideration given  to  either party  hereunder,  prior to  the  time  such
 termination becomes effective.


      SECTION 4. No failure or  delay on the  part of TML  in exercising  its
 right of  termination  hereunder for  any  one  or more  defaults  shall  be
 construed to prejudice its right of termination for such or for any other or
 subsequent default.


                                  ARTICLE V
                                FORCE MAJEURE

      Anything contained in this  Agreement to the contrary  notwithstanding,
 if a party is prevented from performing any of its obligations hereunder  by
 laws,  orders,  regulations   and  directions  of   any  Government   having
 jurisdiction over the parties hereto, or any department, agency, corporation
 or court thereof, or by war, acts of public enemies, strikes or other  labor
 disturbances, fires, floods, acts of God, or any causes of like or different
 kind beyond  the  control  of either  party,  then,  except  as  hereinafter
 provided in this Article V, such party shall be excused from any failure  to
 perform any such obligation to the extent such failure is caused by any such
 law, order, regulation, direction or contingency.  If Licensee is  prevented
 by any such law, order, regulation, direction or contingency (each of  which
 is hereinafter referred to as a "mandatory restriction") from furnishing the
 statements or  making the  payments  provided for  in  Article III  of  this
 Agreement at the times and in the manner prescribed by such Article III, all
 such statements not furnished and payments  not made during the  continuance
 of any such mandatory  restriction shall be  furnished and made  immediately
 upon the discontinuance of such mandatory restriction.




                                  ARTICLE VI

                         FURTHER ASSURANCES, NOTICES
                         AND MISCELLANEOUS PROVISIONS

      SECTION 1.

           (a) This Agreement shall be binding upon and inure to the  benefit
      of the Subsidiaries and successors of Licensee and TML and the  assigns
      of TML.  It shall not be assignable  by Licensee, in whole or in  part,
      to any other party whatsoever, nor shall the rights herein of  Licensee
      otherwise be or become in any way, directly or indirectly, transferable
      or available to, or divisible or capable of being shared with, or inure
      to the benefit of, any other party without the prior written consent of
      TML, which consent shall not be unreasonably withheld.

           (b) Licensee  shall be responsible for,  and hereby  assumes  full
      liability in  respect of,  all royalty  reports  and payments  for  all
      Contract Apparatus made and used, sold, leased or otherwise disposed of
      by its Subsidiaries and  Licensee shall take  all actions necessary  to
      cause its  Subsidiaries to  comply with  their obligations  under  this
      Agreement.  Within thirty (30) days  after written request therefor  by
      TML, Licensee shall supply TML with  a complete list in writing of  its
      Subsidiaries engaged, as of  the date of the  request from TML, in  the
      manufacture and sale of Contract Apparatus and shall thereafter  notify
      TML in writing  of any changes  therein within thirty  (30) days  after
      each such change.

      SECTION 2. TML  shall not  be  held  responsible by  Licensee  for  the
 validity of any of TML's Patents or for the termination of any such  Patents
 should such Patents be  terminated for any cause  whatsoever, and TML  shall
 not be required to secure any Patent or Patent rights.

      SECTION 3. Nothing contained in  this Agreement shall  be construed  as
 imposing on either party  any obligation, or as  conferring on Licensee  any
 right, to institute  any suit  or action for  infringement of  any of  TML's
 Patents, or to  defend any suit  or action brought  by a  third party  which
 challenges or concerns the validity of any of TML's Patents.

      SECTION 4. It is  expressly  agreed by  the  parties that  all  matters
 relating to the construction and interpretation  of this Agreement shall  be
 construed, and that the legal relations hereunder between the parties  shall
 be determined,  according to  the laws  of the  State of  New York,  U.S.A.,
 exclusive of the choice of law provisions.

      SECTION 5. Any notice  or request  required or  permitted to  be  given
 under or in  connection with  this Agreement  or the  subject matter  hereof
 shall be deemed to have  been sufficiently given when,  if given to TML,  it
 shall be  addressed to  THOMSON multimedia  Licensing  Inc., at  its  postal
 address: P.O. Box  2023, Princeton, New  Jersey 08543-2023,  U.S.A., or  its
 courier address: Two Independence Way, Princeton, New Jersey 08540,  U.S.A.,
 and when, if given  to Licensee, it  shall be addressed  to Licensee at  its
 address set  forth  on  the first  page  hereof,  and in  each  case  either
 delivered at such address to an officer of the party to which given, or sent
 by registered airmail.  If mailed, the date of mailing shall be deemed to be
 the date on which such notice or request  has been given.  Either party  may
 be given written notice  of a change  of address and,  after notice of  such
 change has been received, any notice or request shall thereafter be given to
 such party as above provided at such changed address.

      SECTION 6. This  Agreement  sets   forth  the   entire  agreement   and
 understanding between the parties as to the subject matter hereof and merges
 all prior  discussions and  negotiations between  them, and  neither of  the
 parties  shall  be  bound   by  any  conditions,  definitions,   warranties,
 understandings or representations with respect to such subject matter  other
 than as expressly provided herein or as  duly set forth on or subsequent  to
 the date  hereof in  writing and  signed  by a  proper and  duly  authorized
 officer or representative of the party to be bound thereby.

      IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
 executed by their duly authorized officers or representatives as of the  day
 and year first above written.


 THOMSON MULTIMEDIA                 WELLS-GARDNER
 LICENSING INC.                     ELECTRONICS CORPORATION



 By:                                By:
     ------------------------           ------------------------------

 Date:                              Date:
     ------------------------           ------------------------------

 Witness:                           Witness:
     ------------------------           ------------------------------





                                                         [L/CDM/NA/001103/F]



 WELLS-GARDNER
 ELECTRONICS CORPORATION
 2701 North Kildare Avenue
 Chicago, Illinois 60639-2014
 U.S.A.

 Gentlemen:

 Reference is  made to  the agreement  between THOMSON  multimedia Licensing
 Inc. ("TML") and your  company ("Licensee") which relates  to Color Display
 Monitors,  is  effective  July  1,  2000,  and  identified  by  the  symbol
 [L/CDM/NA/001103/F] ("Agreement").

 Notwithstanding the provisions of Article III,  Section 1 of the Agreement,
 the compensation  payable to  TML with  respect  to each  unit  of Contract
 Apparatus which is  licensed under  the Agreement and  which is  an "Analog
 Color Display  Monitor" shall  be U.S.  $0.50.   For the  purposes  of this
 letter, the term "Analog Color Display Monitor"  shall mean a Color Display
 Monitor which does not  utilize a digitally controlled  chassis employing a
 microprocessor.

 Except as  otherwise  provided herein,  all  of the  provisions,  terms and
 conditions of the Agreement shall remain unchanged.

 Very truly yours,

 THOMSON MULTIMEDIA
 LICENSING INC.

                                    Agreed to and Accepted by:
 By:
      ---------------------------
                                    WELLS-GARDNER ELECTRONICS
                                    CORPORATION
 Date:
      ---------------------------
                                    By:
                                         ---------------------------

                                    Date:
                                         ---------------------------





                                                         [L/CDM/NA/001103/F]



 Wells-Gardner Electronics Corporation
 2701 North Kildare Avenue
 Chicago, Illinois 60639-2014
 U.S.A.

 Gentlemen:

 Reference is  made to  the agreement  between THOMSON  multimedia Licensing
 Inc. ("TML") and your  company ("Licensee") which relates  to Color Display
 Monitors,  is  effective  July  1,  2000,  and  identified  by  the  symbol
 [L/CDM/NA/001103/F] ("Agreement").

 TML and Licensee hereby agree as follows:

      1.  Inspections performed under the provisions of Article III, Section
 3 of the Agreement shall be  performed by outside auditors  engaged by TML;
 shall be limited to one inspection per calendar year and shall be performed
 only upon thirty days written notice  to Licensee.  TML agrees  to hold the
 results of such inspections in confidence,  subject to legal and regulatory
 requirements.

      2.  TML  agrees that it  will exercise  its right to  receive interest
 from Licensee  under  the  provisions of  Article  III,  Section  4 of  the
 Agreement only in  those instances  where the  amounts overdue  and payable
 with respect  to any  particular calendar  quarter exceed  5% of  the total
 amount payable with respect to such calendar quarter.

      3.  Notwithstanding  the provisions  of Article IV,  Section 1  of the
 Agreement, the Agreement shall renew automatically for a one year term upon
 its expiration, provided  that Licensee is  not then in  material breach of
 the Agreement; unless TML shall have provided written notice to Licensee of
 its intent not  to renew the  Agreement at least  six months prior  to such
 expiration.

 Except as  otherwise  provided herein,  all  of the  provisions,  terms and
 conditions of the Agreement shall remain unchanged.

 Very truly yours,


 THOMSON MULTIMEDIA
 LICENSING INC.


                                    Agreed to and Accepted by:
 By:
      ---------------------------
                                    WELLS-GARDNER ELECTRONICS
                                    CORPORATION
 Date:
      ---------------------------
                                    By:
                                         ---------------------------

                                    Date:
                                         ---------------------------