($ millions)

Exhibit 10.2

March 19, 2004

Mr. Joel D. Talcott

Ampex Corporation

Vice President and Secretary

1228 Douglas Street

Redwood City, California 94063

Dear Joel,

This letter confirms our discussion regarding the royalty collection incentive opportunity for the 24-month period commencing January 1, 2004. Schedule A sets forth the percentage of net royalties received (after deduction of withholding taxes and any similar costs) that you and your team would be eligible to receive.

Calculation of incentives at the applicable rates will be made at the end of each six-month period and paid promptly thereafter. Royalty incentive payments to team members, other than yourself, aggregating the percentage amounts set forth in Schedule A will be divided in accordance with your recommendations should management exercise its discretion to do so.

Recognizing that we may negotiate one-time settlements for past royalties or paid up licenses for future royalties, please note that such sums will be treated separately from recurring royalties in accordance with the note to Schedule A.

I wish you great success in your royalty collection efforts.

Schedule A

Amount of running royalties received during 6-month periods ending

($ millions)

Incentive percentages apply separately to each band of royalty receipts. For example, in the period ending June 30, 2004 receipts of $5 million would result in a payment of $55K.

Amounts received in respect of negotiated settlements, for past or paid up royalties, will accrue an incentive rate of 1.5%* in all periods and such receipts will be excluded from running royalties.