SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MCCARTHY GROUP INC (Last) (First) (Middle) 1125 SOUTH 103RD STREET, SUITE 450 (Street) OMAHA NE 68124 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol BALLANTYNE OF OMAHA INC [ BTN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Managing Member of Fulcrum
	3. Date of Earliest Transaction (Month/Day/Year) 11/19/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	11/19/2004		S		718,628	D	$3	0	I	SEE FOOTNOTE(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* MCCARTHY GROUP INC (Last) (First) (Middle) 1125 SOUTH 103RD STREET, SUITE 450 (Street) OMAHA NE 68124 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Managing Member of Fulcrum

1. Name and Address of Reporting Person* FULCRUM GROWTH PARTNERS LLC (Last) (First) (Middle) 1125 SOUTH 103RD STREET, SUITE 450 (Street) OMAHA NE 68124 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Sole Member of 10% Owner

Explanation of Responses:

1. McCarthy Group, Inc. ("MGI") is the sole managing member of Fulcrum Growth Partners, LLC ("Fulcrum") and owns a 20% membership interest in Fulcrum, and as such, has an indirect pecuniary interest in the securities of Ballantyne of Omaha, Inc. (the "Issuer") beneficially owned indirectly by Fulcrum. Fulcrum owns a 100% membership interest in BalCo Holdings, LLC ("BalCo") and, therefore, has an indirect pecuniary interest in the securities of the Issuer beneficially owned directly by BalCo. This Form 4 is being filed to report the sale by BalCo of 3,593,142 shares of common stock of the Issuer. The amount of securities of the Issuer reported in Column 5 represents the proportionate interest of MGI in the securities beneficially owned by Fulcrum pursuant to Rule 16a-1(a)(2)(ii)(B).

	MCCARTHY GROUP, INC. /s/ Michael R. McCarthy Michael R. McCarthy, Chairman	11/23/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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