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                                                                   EXHIBIT 10.14

                             2004 STOCK OPTION PLAN

                                       OF

                       TELEX COMMUNICATIONS HOLDINGS, INC.

      1. Purpose. The purpose of this Stock Option Plan is to advance the
interests of the Corporation by encouraging and enabling the acquisition of a
larger personal proprietary interest in the Corporation by directors, employees,
consultants and independent contractors who are employed by, or perform services
for, the Corporation and its Subsidiaries and upon whose judgment and keen
interest the Corporation is largely dependent for the successful conduct of its
operations. It is anticipated that the acquisition of such proprietary interest
in the Corporation will stimulate the efforts of such directors, employees,
consultants and independent contractors on behalf of the Corporation and its
Subsidiaries and strengthen their desire to remain with the Corporation and its
Subsidiaries. It is also expected that the opportunity to acquire such a
proprietary interest will enable the Corporation and its Subsidiaries to attract
desirable personnel, directors and other service providers.

      2. Definitions. When used in this Plan, unless the context otherwise
requires:

            a. "Affiliate" shall mean, with respect to any specified Person, any
      other Person who directly or indirectly through one or more intermediaries
      controls, or is controlled by, or is under common control with, such
      specified Person. The term "control" means the possession, directly or
      indirectly, of the power to direct or cause the direction of the
      management and policies of a Person, whether through the ownership of
      voting securities, by contract or otherwise; and the terms "controlling"
      and "controlled" have meanings correlative of the foregoing.

            b. "Board of Directors" shall mean the Board of Directors of the
      Corporation, as constituted at any time.

            c. "Chairman of the Board" shall mean the person who at the time
      shall be Chairman of the Board of Directors.

            d. "Change of Control" shall mean the occurrence of one or more of
      the following events: (i) any "person" (as such term is used in Sections
      13(d) and 14(d) of the Exchange Act), other than one or more Permitted
      Holders, becomes the "beneficial owner" (as defined in Rules 13d-3 and
      13d-5 under the Exchange Act), directly or indirectly, of a majority in
      the aggregate of the total voting power of the Voting Stock of the
      Corporation; (ii) individuals who on the date of the adoption of this
      Stock Option Plan constituted the Board of Directors of the Corporation
      (together with any new

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      directors whose election by such Board of Directors of the Corporation or
      whose nomination for election by the shareholders of the Corporation was
      approved by a vote of a majority of the directors of the Corporation then
      still in office who were either directors on the date of the adoption of
      this Stock Option Plan or whose election or nomination for election was
      previously so approved) cease for any reason to constitute a majority of
      the Board of Directors of the Corporation then in office; (iii) the
      adoption of a plan relating to the liquidation or dissolution of the
      Corporation; or (iv) the merger or consolidation of the Corporation with
      or into another Person or the merger of another Person with or into the
      Corporation, or the sale of all or substantially all the assets of the
      Corporation (determined on a consolidated basis) to another Person (other
      than, in all such cases, a Person that is controlled by the Permitted
      Holders), other than a transaction following which in the case of a merger
      or consolidation transaction, holders of securities that represented 100%
      of the Voting Stock of the Corporation immediately prior to such
      transaction (or other securities into which such securities are converted
      as part of such merger or consolidation transaction) own directly or
      indirectly at least a majority of the voting power of the Voting Stock of
      the surviving Person in such merger or consolidation transaction
      immediately after such transaction and in substantially the same
      proportion as before the transaction.

            e. "Committee" shall mean the Committee hereinafter described in
      Section 3.

            f. "Corporation" shall mean Telex Communications Holdings, Inc.

            g. "Exchange Act" shall mean the Securities Exchange Act of 1934, as
      amended, and any successor statute or statutes thereto.

            h. "Fair Market Value" on a specified date shall mean the closing
      price at which one Share is traded on the stock exchange on which Shares
      are primarily traded, or, if the Shares are not listed on a stock
      exchange, on the National Association of Securities Dealers Automated
      Quotation System, or if the Shares are not so traded, the value of a Share
      as established by the Committee for such date using any reasonable method
      of valuation.

            i. "Options" shall mean the stock options granted pursuant to this
      Plan.

            j. "Permitted Holders" shall mean each of the following: Greenwich
      Street Capital Partners, Inc., FS Private Investments III LLC (d/b/a
      Jefferies Capital Partners), CFSC Wayland Advisers, Inc. or any of their
      respective Affiliates (including any investment fund or vehicle managed,
      sponsored or advised by Greenwich Street Capital Partners, Inc., FS
      Private Investments III LLC (d/b/a Jefferies Capital Partners), CFSC
      Wayland Advisers, Inc. or any of their respective Affiliates).

            k. "Person" shall mean an individual, partnership, corporation,
      limited liability company, unincorporated organization, trust or joint
      venture, or a governmental agency or political subdivision thereof.

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            l. "Plan" shall mean this 2004 Stock Option Plan of Telex
      Communications Holdings, Inc. as adopted by the Board of Directors of the
      Corporation as of October 29, 2004, as such Plan from time to time may be
      amended.

            m. "Share" shall mean a share of common stock of the Corporation.

            n. "Subsidiary" shall mean any corporation, partnership, limited
      liability company or other business entity of which 50% or more of the
      stock, partnership interests, membership interests or other similar
      ownership interests having general voting power or sharing in gain or loss
      allocations is owned by the Corporation, or by another Subsidiary as
      herein defined, of the Corporation.

            o. "Voting Stock" shall mean, with respect to any Person, securities
      of any class or classes of Capital Stock of such Person entitling the
      holders thereof (whether at all times or only so long as no senior class
      of stock has voting power by reason of any contingency) to vote in the
      election of members of the Board of Directors of such Person.

      3. Committee. The Plan shall be administered by the Board of Directors;
provided, however, that from and after the date on which the Corporation is
required to register any class of its equity securities under Section 12 of the
Exchange Act, the Plan shall be administered by a Committee which shall consist
of two or more directors of the Corporation, each of whom shall be a
"Non-Employee Director" within the meaning of Rule 16b-3 under the Exchange Act
and an "outside director" within the meaning of Section 162(m) of the Internal
Revenue Code of 1986, as amended (the "Internal Revenue Code"). The members of
the Committee shall be selected by the Board of Directors. Any member of the
Committee may resign by giving written notice thereof to the Board of Directors,
and any member of the Committee may be removed at any time, with or without
cause, by the Board of Directors. If, for any reason, a member of the Committee
shall cease to serve, the vacancy shall be filled by the Board of Directors. The
Committee shall establish such rules and procedures as are necessary or
advisable to administer the Plan. During any period of time in which the Plan is
administered by the Board of Directors, all references in the Plan to the
Committee shall be deemed to refer to the Board of Directors.

      4. Participants. The class of persons who are potential recipients of
Options granted under this Plan consist of the (i) directors of the Corporation
or a Subsidiary, (ii) employees of the Corporation or a Subsidiary, and (iii)
consultants and independent contractors used by the Corporation or a Subsidiary,
in each case as determined by the Committee in its sole discretion. The
directors, employees, consultants and independent contractors to whom Options
are granted under this Plan, and the number of Shares subject to each such
Option, shall be determined by the Committee in its sole discretion, subject,
however, to the terms and conditions of this Plan.

      5. Shares and Grants of Options. The Committee may, but shall not be
required to, grant, in accordance with this Plan, Options to purchase an
aggregate of up to 140,000 Shares, which may be either Shares held in treasury
or authorized but unissued Shares. The maximum number of Shares which may be the
subject of Options granted to any individual during any calendar year shall not
exceed 15,000 Shares. If the Shares that would be issued or transferred pursuant
to any Option are not issued or transferred and cease to be issuable or
transferable for any reason, the number of Shares subject to such Option will no
longer be charged against the

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limitation provided for herein and may again be made subject to Options;
provided, however, that with respect to any Option granted on or after the date
on which any class of equity securities issued by the Corporation is required to
be registered under Section 12 of the Exchange Act to any person who is a
"covered employee" as defined in Section 162(m) of the Internal Revenue Code and
the regulations promulgated thereunder that is canceled or repriced, the number
of Shares subject to such Option shall continue to count against the maximum
number of Shares which may be the subject of Options granted to such person and
such maximum number of Shares shall be determined in accordance with Section
162(m) of the Internal Revenue Code and the regulations promulgated thereunder.

      No Option shall be treated as an incentive stock option under Section 422
of the Internal Revenue Code, and all Options granted under the Plan shall be
non-qualified stock options for tax purposes.

      If any Option shall expire, be cancelled or terminate for any reason
without having been exercised in full, the unpurchased Shares subject thereto
may again be made subject to Options under the Plan.

      Nothing herein contained shall be construed to prohibit the issuance of
Options at different times to the same employee, director, consultant or
independent contractor.

      A certificate of Option signed by the Chairman of the Board of Directors,
or the President or a Vice President of the Corporation, shall be issued to each
person to whom an Option is granted, and shall be countersigned by the holder to
evidence the holder's agreement to the terms and conditions thereof and of the
Plan. The certificate of Option shall be in the form attached hereto as Annex 1,
or in such other form as may be determined by the Committee from time to time.

      6. Price. The price per Share of the Shares to be purchased pursuant to
the exercise of any Option shall be fixed by the Committee at the time of grant.

      7. Duration of Options. The duration of any Option granted under this Plan
shall be fixed by the Committee in its sole discretion; provided, however, that
no Option shall remain in effect for a period of more than ten years from the
date upon which the Option is granted.

      8. Consideration for Options. The Corporation shall obtain such
consideration for the grant of an Option as the Committee in its discretion may
request.

      9. Restrictions on Transferability of Options. Options shall not be
transferable otherwise than by will or by the laws of descent and distribution
or as provided in this Section 9. Notwithstanding the foregoing, the Committee
may, in its discretion, authorize a transfer of all or a portion of any Option
by the initial holder to (i) the spouse, children, stepchildren, grandchildren
or other family members of the initial holder ("Family Members"), (ii) a trust
or trusts for the exclusive benefit of such Family Members, (iii) a corporation
or partnership in which such Family Members and the initial holder are the only
shareholders or partners, or (iv) such other persons or entities which the
Committee may permit; provided, however, that subsequent transfers of such
Options shall be prohibited except by will or the laws of descent and

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distribution. Any transfer of such an Option shall be subject to such terms and
conditions as the Committee shall approve, including that such Option shall
continue to be subject to the terms and conditions of the Option and of the Plan
as amended from time to time. The events of termination of employment or service
under Section 11 shall continue to be applied with respect to the initial
holder, following which a transferred Option shall be exercisable by the
transferee only to the extent and for the periods specified under Section 11.

      10. Exercise of Options. Except as otherwise provided herein, or as
otherwise determined by the Committee and provided in an applicable Option
certificate, or as otherwise provided in the holder's employment or consulting
agreement (if any) with the Corporation or a Subsidiary, an Option, after the
grant thereof, shall be vested and exercisable by the holder at the rate of 20%
on each of the first five anniversaries of the date of grant, provided that the
holder is still in the employ or service of the Corporation or a Subsidiary on
the applicable vesting date.

      Notwithstanding the foregoing, all or any part of any remaining
unexercised Options granted to any person may be exercised in the following
circumstances (but in no event after the expiration of the term of the Option):
(a) if, while the holder is employed by, or serving as a director of or
consultant to, the Corporation or a Subsidiary, there occurs a Change of
Control, or (b) upon the occurrence of such special circumstances or event as in
the opinion of the Committee merits special consideration.

      An Option shall be exercised by the delivery of a written notice duly
signed by the holder thereof to such effect, together with the Option
certificate and the full purchase price of the Shares purchased pursuant to the
exercise of the Option, to the Chairman of the Board or an officer of the
Corporation appointed by the Chairman of the Board for the purpose of receiving
the same. Payment of the full purchase price shall be made as follows: in cash;
by check payable to the order of the Corporation; by delivery to the Corporation
of Shares which shall be valued at their Fair Market Value on the date of
exercise of the Option; or by such other methods as the Committee may permit
from time to time; provided, however, that a holder may not use any Shares to
pay the exercise price unless the holder has beneficially owned such Shares for
at least six months. No Option may be granted pursuant to the Plan or exercised
at any time when such Option, or the granting, exercise or payment thereof, may
result in the violation of any law or governmental order or regulation.

      Within a reasonable time after the exercise of an Option, the Corporation
shall cause to be delivered to the person entitled thereto, a certificate for
the Shares purchased pursuant to the exercise of the Option. If the Option shall
have been exercised with respect to less than all of the Shares subject to the
Option, the Corporation shall also cause to be delivered to the person entitled
thereto a new Option certificate in replacement of the certificate surrendered
at the time of the exercise of the Option, indicating the number of Shares with
respect to which the Option remains available for exercise, or the original
Option certificate shall be endorsed to give effect to the partial exercise
thereof.

      11. Termination of Employment or Service. Except as otherwise provided in
the holder's employment or consulting agreement (if any) with the Corporation or
a Subsidiary, all or any part of any Option, to the extent unexercised, shall
terminate immediately (i) in the case of an employee, upon the cessation or
termination for any reason of the Option holder's

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employment by the Corporation and all Subsidiaries, or (ii) in the case of a
director, consultant or independent contractor of the Corporation or a
Subsidiary who is not also an employee of the Corporation or a Subsidiary, upon
the holder's ceasing to serve as a director, consultant or independent
contractor of the Corporation or a Subsidiary, except that in either case the
Option holder shall have three months following the cessation of his employment
with the Corporation and Subsidiaries or his service as a director, consultant
or independent contractor of the Corporation or a Subsidiary, as the case may
be, and no longer, within which to exercise any unexercised Option that he could
have exercised on the day on which such employment, or service as a director,
consultant or independent contractor, terminated (including any portion of an
Option as to which the exercisability is accelerated pursuant to Section 10);
provided that such exercise must be accomplished prior to the expiration of the
term of such Option. Notwithstanding the foregoing, if the cessation of
employment or service as a director, consultant or independent contractor is due
to disability (as defined in Section 22(e)(3) of the Internal Revenue Code) or
to death, the Option holder or the representative of the Estate or the heirs of
a deceased Option holder shall have the privilege of exercising the Options
which are exercisable but unexercised at the time of such disability or death;
provided, however, that such exercise must be accomplished prior to the
expiration of the term of such Option and within twelve months of the Option
holder's disability or death, as the case may be. The Committee may, in its sole
discretion, at the time of grant of an Option or thereafter, extend the
post-termination exercise period with respect to such Option, but in no event
beyond the expiration of the term of such Option. Except as otherwise provided
in the holder's employment or consulting agreement (if any) with the Corporation
or a Subsidiary, if the employment or service of any Option holder with the
Corporation or a Subsidiary shall be terminated because of the Option holder's
unsatisfactory job performance (as reasonably determined by the Committee) or
violation of the duties of such employment or service with the Corporation or a
Subsidiary as he may from time to time have, the existence of which violation
shall be determined by the Committee in its sole discretion (which determination
by the Committee shall be conclusive) all unexercised Options of such Option
holder shall terminate immediately upon such termination of the holder's
employment or service with the Corporation and all Subsidiaries, and an Option
holder whose employment or service with the Corporation and Subsidiaries is so
terminated, shall have no right after such termination to exercise any
unexercised Option he might have exercised prior to the termination of his
employment or service with the Corporation and Subsidiaries.

      Nothing contained herein or in the Option certificate shall be construed
to confer on any employee or director any right to be continued in the employ of
the Corporation or any Subsidiary or as a director of the Corporation or a
Subsidiary or derogate from any right of the Corporation and any Subsidiary to
request the resignation of or discharge any employee, director, consultant or
independent contractor (without or with pay), at any time, with or without
cause.

      12. Corporation's Repurchase Rights; Drag Along; and Lock-Up. Upon a
proposed sale of any Shares purchased pursuant to the exercise of an Option or
following a termination of an Option holder's (or, in the case of any Option
which has been transferred in accordance with Section 9, the initial holder's)
employment or service with the Corporation and its Subsidiaries (a "Repurchase
Event"), the Corporation shall have a right of first refusal (if the Repurchase
Event

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is a proposed sale) or a right, but not an obligation (if the Repurchase Event
is a termination of employment or service), to purchase all or part of the
Shares purchased pursuant to the exercise of the Option (if any) at a repurchase
price equal to (i) the proposed sale price if the Repurchase Event is a proposed
sale of Shares or (ii) the Fair Market Value of the Shares on the date of the
repurchase if the Repurchase Event is the Option holder's (or initial holder's)
termination of employment or service. The Corporation's repurchase rights with
respect to any Shares shall not be exercisable until at least six months have
elapsed since the date of the issuance of the Shares to the Option holder, but
the Shares shall nevertheless be subject to the Corporation's repurchase rights
until such rights expire or terminate as hereinafter provided. The Corporation's
right to repurchase Shares will expire on the latest of (i) 90 days from the
later of the date the Corporation has received notice from the holder of a
Repurchase Event due to a proposed sale or the date of a Repurchase Event due to
a termination of employment or service (or, if later, seven months after the
Shares were issued to the holder), or (ii) seven months from the time the last
Option was exercised by the holder of the Shares. Notwithstanding the foregoing,
the Corporation's repurchase rights pursuant to this Section 12 shall terminate
upon an initial public offering by the Corporation of Shares pursuant to an
effective registration statement under the Securities Act of 1933, as amended
(the "Securities Act"), other than pursuant to a registration statement on Form
S-4 or Form S-8 or any successor or similar form.

      Notwithstanding any other provision of the Plan, if the shareholders
owning at least 51% of the Corporation's Shares (the "Requisite Holders")
approve a sale of the Corporation or substantially all of its assets to a third
party in an arm's-length transaction in which such purchaser is not the
Corporation or an affiliate of the Corporation (an "Approved Sale"), whether by
way of merger, consolidation, sale of stock or assets, or otherwise, all holders
of any Shares issued pursuant to Options shall consent to and raise no
objections against the Approved Sale, and if the Approved Sale is structured as
(i) a merger or consolidation of the Corporation, or a sale of all or
substantially all of the Corporation's assets, each holder of any Shares issued
pursuant to an Option shall waive any dissenters rights, appraisal rights or
similar rights in connection with such merger, consolidation or asset sale, or
(ii) a sale of the stock of the Corporation, such holders shall agree to sell
their Shares on the terms and conditions approved by the Requisite Holders;
provided, however, that the obligations under this paragraph shall terminate
upon an initial public offering by the Corporation of Shares as described above.

      In connection with the Corporation's initial public offering, each holder
of any Shares issued pursuant to an Option shall agree, upon the request of the
principal underwriter managing the initial public offering of the Corporation,
not to sell publicly any such Shares without the prior written consent of such
underwriter for such period of time from the effective date of such registration
as the underwriter may specify.

      13. Adjustment of Optioned Shares. If prior to the complete exercise of
any Option there shall be declared and paid a stock dividend upon the common
stock of the Corporation or if the common stock of the Corporation shall be
split up, converted, exchanged, reclassified, or in any way substituted for, the
Option, to the extent that it has not been exercised, shall entitle the holder
thereof upon the future exercise of the Option to such number and kind of
securities or other property subject to the terms of the Option to which he
would have been entitled had he actually owned the Shares subject to the
unexercised portion of the Option at the time of the

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occurrence of such stock dividend, split-up, conversion, exchange,
reclassification or substitution; and the aggregate purchase price upon the
future exercise of the Option shall be the same as if the originally optioned
Shares were being purchased thereunder. Any fractional shares or securities
payable upon the exercise of the Option as a result of such adjustment shall be
payable in cash based upon the Fair Market Value of such shares or securities at
the time of such exercise. If any such event should occur, the number of Shares
with respect to which Options remain to be issued, or with respect to which
Options may be reissued, shall be adjusted in a similar manner.

      Notwithstanding the foregoing, upon the dissolution or liquidation of the
Corporation, or the occurrence of a merger or consolidation in which the
Corporation is not the surviving corporation, or in which the Corporation
becomes a subsidiary of another corporation or in which the voting securities of
the Corporation outstanding immediately prior thereto do not continue to
represent (either by remaining outstanding or by being converted into voting
securities of the surviving entity) more than 50% of the combined voting
securities of the Corporation or such surviving entity immediately after such
merger or consolidation, or upon a spin-off (including a reverse spin-off) by
the Corporation, but only as to the holders of Options who are to be employed
immediately after the spin-off by the entity which represents less than 50% of
the value of the Corporation immediately prior to the transaction and any
holders who will serve as directors of such entity and not of the Corporation,
or upon the sale of all or substantially all of the assets of the Corporation,
the Committee may, in its sole discretion, terminate the Options granted
hereunder, unless provision is made by the Corporation in connection with any
such transaction for the assumption of Options theretofore granted or the
substitution for such Options of new options of the successor corporation or a
parent or subsidiary thereof, with appropriate adjustments as to the number and
kinds of shares and the per share exercise prices. In the event the Options
terminate as aforesaid in connection with such a dissolution, liquidation,
merger, consolidation, spin-off or sale, the Committee shall provide that the
holder of any such Option shall be entitled to receive from the Corporation an
amount equal to the excess of (i) the Fair Market Value (determined on the basis
of the amount received by shareholders in connection with such transaction) of
the Shares subject to the portion of the Option not theretofore exercised and
which is then exercisable (including the extent to which the exercisability is
accelerated pursuant to Section 10), over (ii) the aggregate purchase price
which would be payable for such Shares upon the exercise of the Option.

      In the event of any other change in the corporate structure or outstanding
Shares, the Committee may make such equitable adjustments to the number of
Shares and the class of shares available hereunder or to any outstanding Options
as it shall deem appropriate to prevent dilution or enlargement of rights.

      14. Issuance of Shares and Compliance with Securities Act. The Corporation
may postpone the issuance and delivery of Shares upon any exercise of an Option
until (a) the admission of such Shares to listing on any stock exchange on which
Shares of the Corporation of the same class are then listed, and (b) the
completion of such registration or other qualification of such Shares under any
State or Federal law, rule or regulation as the Corporation shall determine to
be necessary or advisable. Any person exercising an Option shall make such
representations and furnish such information as may, in the opinion of counsel
for the Corporation, be

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appropriate to permit the Corporation, in the light of the then existence or
non-existence with respect to such Shares of an effective registration statement
under the Securities Act, to issue the Shares in compliance with the provisions
of the Securities Act or any comparable act. The Corporation shall have the
right, in its sole discretion, to legend any Shares which may be issued pursuant
to the exercise of an Option, or may issue stop transfer orders in respect
thereof.

      15. Income Tax Withholding. If the Corporation or a Subsidiary shall be
required to withhold any amounts by reason of any Federal, State or local tax
rules or regulations in respect of the issuance of Shares pursuant to the
exercise of such Option, the Corporation or the Subsidiary shall be entitled to
deduct and withhold such amounts from any cash payments to be made to the holder
of such Option. In any event, the holder shall make available to the Corporation
or Subsidiary, promptly when requested by the Corporation or such Subsidiary,
sufficient funds to meet the requirements of such withholding; and the
Corporation or Subsidiary shall be entitled to take and authorize such steps as
it may deem advisable in order to have such funds made available to the
Corporation or Subsidiary out of any funds or property due or to become due to
the holder of such Option.

      16. Administration and Amendment of the Plan. Except as hereinafter
provided, the Board of Directors or the Committee may at any time withdraw or
from time to time amend the Plan as it relates to, and the terms and conditions
of, any Options not theretofore granted, and the Board of Directors or the
Committee, with the consent of the affected holder of an Option, may at any time
withdraw or from time to time amend the Plan as it relates to, and the terms and
conditions of, any outstanding Option.

      Determinations of the Committee as to any question which may arise with
respect to the interpretation of the provisions of the Plan and Options shall be
final. The Committee may authorize and establish such rules, regulations and
revisions thereof not inconsistent with the provisions of the Plan, as it may
deem advisable to make the Plan and Options effective or provide for their
administration, and may take such other action with regard to the Plan and
Options as it shall deem desirable to effectuate their purpose.

      17. Effective Date. This Plan is effective October 29, 2004.

      18. Final Issuance Date. No Option shall be granted under the Plan after
October 29, 2014.

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      IN WITNESS WHEREOF, the Corporation has caused these presents to be
executed by its duly authorized officer as of October 29, 2004.

                                    TELEX COMMUNICATIONS HOLDINGS, INC.

                                    By: __________________________________
                                        Name: Gregory W. Richter
                                        Title: Chief Financial Officer

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                                                                         Annex 1

                               OPTION CERTIFICATE

                           NON-QUALIFIED STOCK OPTION

                                                       __________________ Shares

                           To Purchase Common Stock of

                       TELEX COMMUNICATIONS HOLDINGS, INC.

                        Issued Pursuant to the 2004 Stock
               Option Plan of Telex Communications Holdings, Inc.

            THIS CERTIFIES that on ______________________, 20__,
___________________________ (the "Holder") was granted an option ("Option")
which is not to be treated as an incentive stock option under Section 422 of the
Internal Revenue Code, to purchase at the Option exercise price of $__________
per share all or any part of ______________________ fully paid and
non-assessable shares ("Shares") of the common stock of Telex Communications
Holdings, Inc. (the "Corporation"), pursuant to the 2004 Stock Option Plan of
Telex Communications Holdings, Inc. (the "Plan"), upon and subject to the
following terms and conditions.

            This Option shall expire on ________________, 20__.

            This Option shall not be transferable by the Holder otherwise than
by will or by the laws of descent and distribution or as otherwise provided
pursuant to the Plan.

            Except as otherwise provided pursuant to the Plan, this Option shall
become vested and exercisable [at the rate of 20% on and after each of the first
five anniversaries of the date of grant, provided that the Holder is still in
the employ or service of the Corporation or a

<PAGE>

Subsidiary on the applicable vesting date].(1) In no event, however, may the
Option be exercised after the Option's expiration date or after an earlier
termination of exercisability of the Option pursuant to the Plan in connection
with the Holder's termination of employment or service with the Corporation or
its Subsidiaries.

            The Option and this Option certificate are issued pursuant to and
are subject to all of the terms and conditions of the Plan, the terms and
conditions of which are hereby incorporated as though set forth at length, and a
copy of which is attached to this certificate. Capitalized terms not otherwise
defined herein shall have the same meanings as defined in the Plan. By
countersigning below, the Holder agrees to be bound by the terms and conditions
of this Option and of the Plan. A determination of the Board of Directors of the
Corporation or the Committee under the Plan as to any questions which may arise
with respect to the interpretation of the provisions of the Option and of the
Plan shall be final. The Board of Directors or the Committee may authorize and
establish such rules, regulations and revisions thereof not inconsistent with
the provisions of the Plan, as it may deem advisable.

            WITNESS the signature of the Corporation's duly authorized officer
as of the date first written above.

                                    TELEX COMMUNICATIONS HOLDINGS, INC.

                                    By:______________________________________

ACCEPTED AND AGREED:

___________________________
[Holder]

------------------
(1)   Revise the vesting rate if the Committee determines to provide a different
      vesting schedule or there is an applicable employment or consulting
      agreement.