Exhibit 10.63

SECOND AMENDMENT TO LOAN AGREEMENT

This Second Amendment to Loan Agreement ("Second Amendment") is executed effective this
15th day of February 2008 amongForce Protection, Inc., Force Protection Industries, Inc.,andForce
Protection Technologies, Inc.(collectively, the "Borrower") andWachovia Bank, National
Association("Bank") and amends that Loan Agreement among Borrower and Bank dated July 20, 2007, as amended on
January 9, 2008 (together, the "Loan Agreement").

Factual Background

Bank
currently has a $50,000,000 revolving line of credit loan (the "Loan") outstanding to Borrower pursuant to the Loan Agreement. Borrower has requested and Bank has agreed to amend
certain affirmative covenants contained in the Loan Agreement, provided the Borrower continues to comply with the terms and conditions set forth in the Loan Agreement, as modified hereby.

NOW
THEREFORE, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and
intending to be legally bound, the parties hereto agree as follows:

1.     Any
capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Loan Agreement.

2.     The
Affirmative Covenants paragraph is amended by amending the following requirement:



3.     From
the effective date hereof, any reference to the "Loan Agreement" in any Loan Document shall mean the Loan Agreement as amended by this Second Amendment.

4.     Prior
to or at Closing of the Second Amendment, Borrower shall meet the pre-closing requirements set forth in this Paragraph 4 and Bank shall not be
required to make any further advances on the Loan until such pre-closing requirements are met.



5.     Each
Borrower hereby represents and warrants that at the time of the execution and delivery of this Second Amendment it is in compliance with all of its covenants set
forth in the Loan Agreement and any other Loan Documents, and that the representations and warranties set forth therein pertaining to it continue to be true and accurate.

6.     Each
Borrower agrees to hold Bank harmless and indemnify Bank and its successors and assigns from any and all claims or causes of action arising in connection with this
Second Amendment or otherwise related to the Loan.

7.     Borrower
agrees to pay at closing all costs and expenses arising from this Second Amendment, including, without limitation, all Bank fees and expenses and fees and
expenses of Bank's legal counsel.

8.     Borrower
agrees to execute and deliver to Bank, promptly upon request from Bank, such other and further documents as may be reasonably necessary or appropriate to
consummate the transactions contemplated herein.

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9.     This
Second Amendment may be executed in two (2) or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and
the same instrument.

10.   This
Second Amendment is not a novation and, except as otherwise modified hereby, the terms and provisions of the Loan Agreement and all Loan Documents shall remain in
full force and effect.

11.   This
Second Amendment shall be governed by South Carolina law. Provided however, to the extent that the creation, validity, perfection, enforceability or priority of any
lien or security interest, or the rights and remedies with respect to any lien or security interest, in the Collateral (defined in the Loan Agreement) are governed by the laws of a jurisdiction other
than the State of South Carolina, then the laws of such jurisdiction shall govern, except as superseded by applicable United States Federal Law.

12.   This
Second Amendment reflects the complete agreement of the parties hereto as to the matters set forth herein and supercedes all prior negotiations and oral
understandings and is hereby incorporated into the Loan Agreement as if set forth herein.

IN
WITNESS WHEREOF, the parties have executed this Agreement under seal to be effective as of the date first written above.

BORROWER:Force Protection, Inc.By:

/s/MICHAEL DURSKIMichael Durski, CFO

(SEAL)Force Protection Technologies, Inc.By:

/s/MICHAEL DURSKIMichael Durski, CFO

(SEAL)Force Protection Industries, Inc.By:

/s/MICHAEL DURSKIMichael Durski, CFO

(SEAL)BANK:Wachovia Bank, National AssociationBy:

/s/GUY M. MEARES, IIIGuy M. Meares, III, Senior Vice President

(SEAL)


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