EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT, by and between Ballistic Recovery Systems, Inc., a Minnesota corporation (the Company), and Larry Williams (the Executive) is entered into on this 6^th day of May, 2005 (the Effective Date).

INTRODUCTION

A.                                   The Company is a Minnesota corporation that desires to employ Executive in accordance with the terms and conditions stated in this employment agreement (the Agreement), and wishes to obtain reasonable protection against unfair competition from Executive following a termination of employment and to further protect against unfair use of its confidential business and technical information; and Executive is willing to grant the Company the benefits of a covenant not to compete for these same purposes.

B.                                     Executive wishes to receive compensation from the Company for Executives continued services and desires to accept continued employment pursuant to the terms and conditions of this Agreement.

AGREEMENT

NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the Company and Executive, each intending to be legally bound, hereby agree as follows:

1.                                      Employment.  Subject to all of the terms and conditions of this Agreement, the Company hereby agrees to employ Executive as the Companys Chief Executive Officer, President and Chief Operating Officer and Executive hereby accepts such employment, and agrees to serve the Company with undivided loyalty and to the best of his ability.  Executive shall report to and take direction from the Companys Board of Directors.

2.                                      Term.  Unless terminated earlier according to the provisions of Section 5, Executives employment shall commence as of the Effective Date and shall continue for a period of three (3) years from the Effective Date (the Term).

3.                                      Duties.  Executive will devote substantially all of his business hours to and, during such time, make the best use of his energy, knowledge, and training in advancing the Companys interests.  In addition, Executive may: (i) devote a reasonable amount of time and attention to civic, charitable, or social organizations; (ii) engage in such other activities as are specifically approved in writing by the Companys Board of Directors (the Board); and (iii) make passive personal investments which do not conflict with the Companys business nor require Executive to devote any significant amount of business time to such investment activity.  Executives duties and responsibilities shall include, without limitation, assisting in the management of the Companys routine day-to-day business operations, business development and servicing of client accounts, and such other duties and responsibilities as may be assigned by the Board or set forth in the Companys Bylaws.

4.                                      Compensation.

(a)                                  Base Salary.  In consideration for Executives services under this Agreement, the Company hereby agrees to pay Executive an annual salary of One Hundred Fifty-Five

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