SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND WAIVER

Exhibit 10.78

SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND WAIVER

     THIS SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND WAIVER (this “ Amendment ”), dated as of March ___, 2007, is entered into among WACHOVIA CAPITAL FINANCE CORPORATION (WESTERN), a California corporation formerly known as Congress Financial Corporation (Western) (“ Agent ”), as administrative and collateral agent for the Lenders party to the Loan Agreement (as defined below) from time to time (“ Lenders ”), WACHOVIA CAPITAL FINANCE CORPORATION (WESTERN), a California corporation formerly known as Congress Financial Corporation (Western), as a Lender (“ Wachovia ”), ROCKFORD CORPORATION, an Arizona corporation (“ Borrower Agent ”), and AUDIO INNOVATIONS, INC., an Oklahoma corporation (“ AII ” and together with Rockford, collectively, “ Borrowers ”).

RECITALS

     A. Agent, Wachovia, Wachovia Bank, National Association, as arranger, and Borrowers have previously entered into that certain Loan and Security Agreement dated March 29, 2004 as amended by the First Amendment to Loan and Security Agreement and Conditional Default Waiver dated as of June 10, 2004, the Second Amendment to Loan and Security Agreement dated as of December 30, 2004, the Third Amendment to Loan and Security Agreement dated as of August 31, 2005, the Fourth Amendment to Loan and Security Agreement and Consent dated as of March 21, 2006 and the Fifth Third Amendment to Loan and Security Agreement dated as of August 31, 2006 (the “ Loan Agreement ”), pursuant to which Wachovia has made certain loans and financial accommodations available to Borrowers. Terms used herein without definition shall have the meanings ascribed to them in the Loan Agreement.

     B. The following Event of Default has occurred and is continuing under the Loan Agreement: Borrowers and their Subsidiaries failed to earn a minimum consolidated EBITDA during the six (6) months ended December 31, 2006 as required in Section 9.17.1 of the Loan Agreement (the foregoing Event of Default will be referred to herein as the “ Known Existing Default ”).

     C. Borrowers have requested Agent and Wachovia to amend the Loan Agreement in certain respects and to waive the Known Existing Default, and Agent and Wachovia are now willing to accommodate such request on the terms and conditions set forth herein.

     D. Borrowers are entering into this Amendment with the understanding and agreement that, except as specifically provided herein, none of Agent’s or Lenders’ rights or remedies as set forth in the Loan Agreement is being waived or modified by the terms of this Amendment.

AGREEMENT

     NOW, THEREFORE, in consideration of the foregoing and the mutual covenants herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

     1.  Amendment to Loan Agreement . Section 9.17.1 of the Loan Agreement is hereby amended and restated to read in its entirety as follows:

     “9.17.1 EBITDA . Borrowers and their Subsidiaries, on a consolidated basis, shall earn EBITDA, during each period set forth below, of not less then the amount set forth opposite such period:

     Notwithstanding the foregoing, if on the last day of any of the foregoing periods, the difference between the Excess Availability (before giving effect to the $3,500,000 permanent Reserve but after giving effect to any other Reserves) minus the sum of (a) all of the Borrowers’ trade payables that are then more than thirty (30) days past due, plus (b) all of the Borrowers’ obligations and liabilities (other than trade payables) that are then past due, exceeds $7,000,000 in the case of March 31, 2007, June 30, 2007 and September 30, 2007, and $8,000,000 in the case of December 31, 2007, then Borrowers will not be required to comply with the foregoing minimum consolidated EBITDA covenant for the specific period then ending.

     For the purposes hereof, ‘ EBITDA ’ shall mean the net income of Borrowers and their Subsidiaries determined on a consolidated basis in accordance with GAAP consistently applied, but excluding any extraordinary or one-time gains, plus (a) depreciation, amortization and other non-cash charges (to the extent deducted in the computation of such net income), plus (b) Interest Expense (to the extent deducted in the computation of such net income), plus (c) charges for federal, state, local and foreign income taxes (to the extent deducted in the computation of such income).

     On or before December 15 of each year (commencing with December 15, 2007), Borrowers shall furnish Agent with projected consolidated and consolidating financial

statements (including in each case, forecasted balance sheets and statements of income and loss, statements of cash flow, and statements of shareholders’ equity) of Borrowers and their Subsidiaries for the next fiscal year, all in reasonable detail, and in a format consistent with the projections previously delivered by Borrowers to Agent, together with such supporting information as Agent may reasonably request. Such projected financial statements shall be prepared on a monthly basis for the next succeeding fiscal year. Such projections shall represent the reasonable estimate by Borrowers of the future financial performance of Borrowers and their Subsidiaries for the periods set forth therein and shall have been prepared on the basis of the assumptions set forth therein which Borrowers believe are fair and reasonable as of the date of preparation in light of current and reasonably foreseeable business conditions (it being understood that actual results may differ from those set forth in such projected financial statements). Based upon each such projected financial statement, Agent shall reasonably set minimum EBITDA levels for Borrowers and their Subsidiaries for the subject fiscal year, and Borrowers and their Subsidiaries shall earn EBITDA of not less than such minimum EBITDA levels.”

&