EXHIBIT 4.1

                            VALENCE TECHNOLOGY, INC.

James R. Akridge

Valence Technology, Inc. ("Valence"), pursuant to our executed offer letter has
this day granted to you an option to purchase shares of the common stock of
Valence ("Common Stock"). This option is not intended to qualify and will not be
treated as an "incentive stock option" within the meaning of Section 422 of the
Internal Revenue Code of 1986, as amended from time to time ("Code").

The grant hereunder is in connection with and in furtherance of Valence's
compensatory benefit plan for participation of Valence's employees (including
officers), directors or consultants.

The details of your option are as follows:

1.   Shares and Vesting

     a.   The total number of shares of Common Stock subject to this option is
          1,000,000. Subject to the limitations contained herein, this option
          shall be exercisable with respect to each installment shown below on
          or after the date of vesting applicable to such installment, as
          follows:


                    Number of Shares           Date of Earliest
                     (Installment)             Exercise (Vesting)


                       100,000                    July 13, 2005
                       225,000                    July 13, 2006
                        56,250                 October 13, 2006
                        56,250                 January 13, 2007
                        56,250                   April 13, 2007
                        56,250                    July 13, 2007
                        56,250                 October 13, 2007
                        56,250                 January 13, 2008
                        56,250                   April 13, 2008
                        56,250                    July 13, 2008
                        56,250                 October 13, 2008
                        56,250                 January 13, 2009
                        56,250                   April 13, 2009
                        56,250                    July 13, 2009




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2.   Exercise Price

     a.   The exercise price of this option is $ 2.99 per share, being not less
          than the fair market value of the Common Stock on the date of grant of
          this option.

     b.   Payment of the exercise price per share is due in full in cash
          (including check) upon exercise of all or any part of each installment
          which has become exercisable by you. Notwithstanding the foregoing,
          this option may be exercised pursuant to a program developed under
          Regulation T as promulgated by the Federal Reserve Board which results
          in the receipt of cash (or check) by Valence prior to the issuance of
          Common Stock.

3.   Minimum Exercise

The minimum number of shares with respect to which this option may be exercised
at any one time is One Thousand (1,000) except (a) as to an installment subject
to exercise, as set forth in paragraph 1, which amounts to fewer than One
Thousand (1,000) shares, in which case, as to the exercise of that installment,
the number of such shares in such installment shall be the minimum number of
shares, and (b) with respect to the final exercise of this option this minimum
shall not apply. This option may be exercised for only whole shares.

4.   Registration

Notwithstanding anything to the contrary contained here, this option may not be
exercised unless the shares issuable upon exercise of this option are then
registered under the Securities Act of 1933, as amended (the "Act") or, if such
shares are not then so registered, Valence has determined that such exercise and
issuance would be exempt from the registration requirements of the Act.

5.   Term

     a.   The term of this option commences on the date hereof and, unless
          sooner terminated as set forth below or in the Plan, terminates on
          July 13, 2015 (which date shall be no more than ten (10) years from
          the date this option is granted).

     b.   This option shall terminate prior to the expiration of its term as
          follows: three (3) months after the termination of your employment
          with Valence or an Affiliate of Valence (as defined in the Plan) for
          any reason or for no reason unless:

          i.   such termination of continuous employment or relationship as a
               director or consultant is due to your permanent and total
               disability (within the meaning of Section 422A(c) (7) of the
               Code), in which event the option shall terminate on the earlier
               of the termination date set forth above or one (1) year following
               such termination of continuous employment or relationship as a
               director or consultant;

          ii.  such termination of continuous employment or relationship as a
               director or consultant is due to your death, in which even the
               option shall terminate on the earlier of the termination date set
               forth above or eighteen (18) months after your death; or

          iii. during any part of such three (3) month period the option is not
               exercisable solely because of the condition set forth in
               paragraph 4 above, in which event the option shall not terminate
               until the earlier of the termination date set forth above or
               until it shall have been exercisable for an aggregate period of
               three (3) months after the termination of continuous employment
               or relationship as a director or consultant; or

          iv.  exercise of the option within three (3) months after termination
               of your continuous employment or relationship as a director or
               consultant with Valence or with an Affiliate would result in
               liability under Section 16(b) of the Securities Exchange Act of
               1934 in which case the option will terminate on the earlier of
               (I) the termination date set forth above, (ii) the tenth (10th)
               day after the first date upon which exercise would result in such
               liability or (iii) six (6) months and ten (10) days after the
               termination of your continuous employment or relationship as a
               director or consultant with Valence or an Affiliate.

     c.   However, this option may be exercised following termination of
          continuous employment or relationship as a director or consultant only
          as to that number of shares as to which it was exercisable on the date
          of termination of continuous employment or relationship as a director
          or consultant under the provisions of paragraph 1 of this option.

6.   Exercise

     a.   This option may be exercised, to the extent specified above, by
          delivering a notice of exercise (in a form designated by Valence)
          together with the exercise price to the Secretary of Valence, or to
          such other persons as Valence may designate, during regular business
          hours, together with such additional documents as Valence may then
          require pursuant to subparagraph 5(f) of the Plan.

     b.   By exercising this option you agree that Valence may require you to
          enter an arrangement providing for the cash payment by you to the
          company of any tax withholding obligation of Valence arising by reason
          of: (1) the exercise of this option; (2) the lapse of any substantial
          risk of forfeiture to which the shares are subject at the time of
          exercise; or (3) the disposition of shares acquired upon such
          exercise.


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7.   Non-Transferable

This option is not transferable, except by will or by the laws of descent and
distribution, and is exercisable during your life only by you. Notwithstanding
anything to the contrary contained herein, this option may not be exercised
unless the shares issuable upon exercise of the option are then registered under
the Act or, if such shares are not then so registered, Valence has determined
that such exercise and issuance would be exempt from the registration
requirements of the Act.

8.   No Employment Contract

This option is not an employment contract and nothing in this option shall be
deemed to create in any way whatsoever any obligation on your part to continue
in the employ of Valence, or of the company to continue your employment with
Valence. In the event that this option is granted to you in connection with the
performance of services as a consultant or director, references o employment,
employee and similar terms shall be deemed to include the performance of
services as a consultant or a director, as the case may be, provided, however,
that no rights as an employee shall arise by reason of the use of such terms.

9.   Notice

Any notices provided for in this option or the Plan shall be given in writing
and shall be deemed effectively given upon receipt or, in the case of notices
delivered by Valence to you, five (5) days after deposit in the United States
mail, postage prepaid, addressed to you at the address specified below or at
such other address as you hereafter designate to written notice to Valence.

10.  Subject to Plan

This option is subject to all the provisions of the Plan, a copy of which is
attached hereto and its provisions are hereby made a part of this option,
including without limitation the provisions of paragraph 5 of the Plan relating
to option provisions, and is further subject to all interpretations, amendments,
rules and regulations which may from time to time be promulgated and adopted
pursuant to the Plan. In the event of any conflict between the provisions of
this option and those of the Plan, the provisions of the Plan shall control.

Dated: July 13, 2005
Valence Technology, Inc.



By:  /s/ Kevin W. Mischnick
     -------------------------------------------------------
     Kevin W. Mischnick
     Duly authorized on behalf of the Board of Directors



The undersigned optionee acknowledges:

          i.   receipt of the foregoing option grant and the attachments
               referenced therein and understands that all rights and
               liabilities with respect to this option are set forth in this
               option grant and the Plan; and

          ii.  that as of the date of grant of this option, it sets forth the
               entire understanding between the undersigned optionee and Valence
               and its Affiliates regarding the acquisition of stock in Valence
               and supersedes all prior oral and written agreements on that
               subject.



/s/ James R. Akridge
-------------------------------
James R. Akridge
Optionee


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