On April 3, 2009, Meade Instruments Corp. (the "Company") and Steven Murdock, the Company's Chief Executive Officer, entered into an Employment Agreement. Under the Employment Agreement, Mr. Murdock receives an annual salary of $1.00 and receives the Company's standard medical insurance benefits. As previously reported, the Company granted Mr. Murdock an option (the "Conditional Option") to purchase all or any part of an aggregate of 750,000 shares of the Company's Common Stock at the price of $0.22 per share, subject to stockholder approval at the Company's 2009 Annual Meeting of Stockholders. Under the Employment Agreement, if the Conditional Option is not approved by the Company's stockholders at the Company's 2009 Annual Meeting of Stockholders, Mr. Murdock may be eligible to receive a bonus payment in the event of a change of control, dissolution or sale of all or substantially all of the assets of the Company (such events being a "Change of Control Event"). The bonus payment is payable to Mr. Murdock only if the Company's stockholders receive more than $0.22 per share in connection with the Change of Control Event, and the bonus payment would be equal to 750,000 times the amount by which (i) the per share amount the Company's stockholders receive with respect to the Change of Control Event exceeds (ii) $0.22.

The foregoing description of the Employment Agreement is not complete and is qualified in its entirety to the Employment Agreement attached hereto as Exhibit 10.128 and incorporated herein by reference.

(d) Exhibits

The following exhibits are being furnished herewith:

Exhibit No.                        Exhibit Title or Description

  10.128      Employment Agreement, dated as of April 3, 2009, by and between Meade
              Instruments Corp. and Steven Murdock.