SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

                                                             Exhibit 10.24
             SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

      This Second Amendment (the "Amendment") is made as of this 11th day of
May, 2009, between CalAmp Corp. (the "Company") and Richard Gold
("Executive").

RECITALS:

      A.    The Company and Executive are parties to that certain Employment
Agreement dated as of March 4, 2008 (the "Employment Agreement") pursuant to
which Executive is employed by the Company.

      B.    The Company and Executive desire to amend the terms of the
Employment Agreement as set forth herein.

      NOW, THEREFORE, in consideration of the foregoing and of the respective
covenants and agreements set forth below, the parties hereto agree as
follows, in each case, effective as of May 11, 2009:

1. The first sentence of Section 2(a) of the Employment Agreement is hereby
deleted in its entirety and replaced with the following:

"Salary.  Executive shall receive for services to be rendered hereunder a
salary at the rate of Thirty-One Thousand Six Hundred Sixty-Six Dollars and
Sixty-Seven Cents ($31,666.67) per month payable at least as frequently as
monthly and subject to payroll deductions as may be necessary or customary in
respect of