Exhibit 10.40

GRAPHIC

May 24,
2007

Denise
Speaks
1240 Pennsylvania Ave.
Pittsburgh, PA 15233

Dear
Denise,

The
aim of this letter is to communicate to you our terms of employment for the position of Co-General Counsel with Force Protection Industries, Inc. which is located
in Ladson, South Carolina.

Your
job title will be Co-General Counsel and your position is classified salaried exempt under the regulations and in compliance with the Fair Labor Standards Act (FLSA) as
amended in August of 2004. You will report directly to Gordon McGilton. You are expected to begin work no later than June 18, 2007 and your bi-weekly pay will be $9615.38 (subject
to withholding).

Our
offer and your start date are predicated upon the results of a post-offer substance abuse screening test, background investigation, and the presentation of proper
documents verifying your authorization to work in the United States. Your position may require you to receive a U.S. Defense Service security clearance if required by the Company in connection with
your duties.

Afully taxablerelocation benefit allowance of $30,000.00 will be paid to you within 7 working days after your start date providing we
receive your signed accepted offer letter and signed relocation reimbursement acceptance form. It may be used at your discretion to assist in your relocation efforts. However the benefit must be
repaid according to the relocation reimbursement agreement if you voluntarily leave the company within one (1) year of your start date. You will be eligible to participate in our benefit
program, which includes health, dental, vision, and life insurance, paid-time off, paid holidays, as well as our 401K retirement income plan. Eligibility for our benefit programs will
begin on the first day of employment. You will be eligible for 84 hours of paid time off for the remainder of 2007.

We
are extremely pleased to extend this offer to you and look forward to your contribution to our Company. If the foregoing is acceptable to you, I would ask that you kindly sign below
and return a copy of this letter to me. By signing this letter, you confirm (i) there is no agreement between you and any third party (including any current or prior employer) that would
restrict your ability to be employed by Force Protection Industries, Inc., (ii) that you will abide by the terms of any third party confidentiality agreement to which you may be subject,
(iii) that you will comply with the processes comprising the Company's Business Operating System, (iv) that your work for the Company is "work for hire" and the Company will own all
rights in and to any inventions, ideas or other works of authorship you develop as part of your job, and (v) that you will execute such additional documents as the Company may require from time
to time as part of its standard practices relating to all employees (including for example our Non-Disclosure Agreement).

Please
note, South Carolina is an "Employment-at-Will" state, and the agreement between us is intended to be "at-will," notwithstanding any statements
by any person to the contrary. This means that both you and the Company have the right to terminate the relationship between us at any time, for any reason and without payment of any termination
damages or severance pay of any kind. Please contact the Company if you have any questions about the meaning of "employment at will," otherwise we will conclude that you understand and accept that
this principle is binding on you.

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This
letter when signed by both parties will constitute the terms between us, and supersedes any prior communications or other agreement you may have or may have had with the Company
prior to the date hereof.The terms of this offer letter will expire at the close of business 48 hours after this letter has been presented to
you.

Sincerely,/s/ GORDON MCGILTONGordon McGilton
Chief Executive Officer
Force Protection Industries, Inc.
Tel (843) 740-7015
Fax (843) 266-0848
gordon.mcgilton@forceprotection.netI agree to the foregoing terms:

I decline the foregoing terms:/s/ DENISE SPEAKSName:

Denise Speaks

Name:

Denise SpeaksDate:

5/25/07

Date:


Cc:
EC

3

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