INDEMNIFICATION AGREEMENT

     THIS INDEMNIFICATION AGREEMENT (the “ Agreement ”) is made as of this ___ day of
_____
, 2009, by and between Fuel Systems Solutions, Inc., a Delaware corporation (the “ Corporation ”), and [
________
], an individual (“ Indemnitee ”).

     1. The Corporation and Indemnitee recognize that unforeseen litigation may subject directors, officers and agents to costs and expenses.

     2. The Corporation desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve as directors, officers and agents of the Corporation and to indemnify its directors, officers and agents so as to provide them with the maximum protection permitted by law.

     3. The Corporation believes it is prudent and necessary to obligate itself contractually to indemnify its directors, officers and agents to the fullest extent permitted by applicable law so that they will serve or continue to serve the Corporation free from undue concern that they will not be so indemnified.

     4. Indemnitee has served and is willing to serve, to continue to serve and to take on additional service for or on behalf of the Corporation on the condition that Indemnitee be so indemnified.

     5. Indemnitee has served at all times under the Corporation’s by-laws which provided for indemnification of Indemnitee to the maximum extent provided under Delaware law and, because Indemnitee relied upon such indemnification under the by-laws and for other reasons, this Agreement covers the service by the Indemnitee to the Corporation from the Indemnitee’s first election as a director or officer of the Corporation.

     In consideration of the Recitals set forth above and the mutual covenants and agreements set forth below, the Corporation and Indemnitee do hereby agree as follows:

service as director, officer, employee or other agent of the Corporation or any subsidiary, or service at the request of the Corporation as a director, officer, employee or agent of another foreign or domestic corporation, limited liability company, partnership, joint venture, trust or other enterprise, or service as a director, officer, employee or agent of a foreign or domestic corporation which was a predecessor corporation of the corporation, or of another enterprise at the request of such predecessor corporation.

     (b) Corporation . For purposes of this Agreement, “ Corporation ” means, in addition to Fuel Systems Solutions, Inc., the resulting corporation, any constituent corporation (including any constituent of a constituent) absorbed in a consolidation or merger which, if its separate existence had continued, would have had power and authority to indemnify its directors, officers, employees or agents, so that if Indemnitee is or was a director, officer, employee or agent of such constituent corporation, or is or was serving at the request of such constituent corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, Indemnitee shall stand in the same position under the provisions of this Agreement with respect to the resulting or surviving corporation as Indemnitee would have with respect to such constituent corporation if its separate existence had continued.

     (c) Expenses . For purposes of this Agreement, “ expense(s) ” means costs of any type or nature whatsoever (including, without limitation, attorneys’ fees and related disbursements, out-of-pocket costs and reasonable compensation for time spent by the Indemnitee for which he is not otherwise compensated by the Corporation or any third party) actually and reasonably paid or incurred by the Indemnitee in connection with either the investigation, defense or appeal of a proceeding or establishing, or enforcing a right to indemnification under this Agreement or otherwise.

     (d) Independent Legal Counsel . For purposes of this Agreement, “ Independent Legal Counsel ” means an attorney or firm of attorneys who shall not have otherwise performed services for the Corporation or Indemnitee within the last three years (other than with respect to matters concerning the rights of Indemnitee under this Agreement, or of other indemnities under similar indemnity agreements). The Independent Legal Counsel shall be selected by the Board and approved by the Indemnitee (which approval shall not be unreasonably withheld). Such counsel, among other things, shall render its written opinion to the Corporation and Indemnitee as to whether and to what extent Indemnitee would be entitled to be indemnified hereunder under this Agreement and Delaware law and the Corporation agrees to abide by such opinion. The Corporation agrees to pay the reasonable fees and disbursements of the Independent Legal Counsel referred to above. Notwithstanding any other provision of this Agreement, the Corporation shall not be required to pay for more than one Independent Legal Counsel in connection with all matters concerning the Indemnitee, and such Independent Legal Counsel shall be the Independent Legal Counsel for any or all other indemnitees unless (i) the Corporation otherwise determines or (ii) any indemnitee shall provide a written statement setting forth in detail a reasonable objection to such Independent Legal Counsel representing other indemnitees.

     (e) Other Enterprises . For purposes of this Agreement, “ other enterprises ” includes the Corporation’s or a subsidiary’s employee benefit plans; references to “fines” shall include, without limitation, any excise taxes assessed or imposed on Indemnitee under the Employment Retirement Income Security Act of 1974, as amended (“ ERISA ”) with respect to an employee benefit plan covered by ERISA, or under similar laws of the United States or any foreign country; and references to “serving at the request of the Corporation” shall include any service as a director, officer, employee or agent of the Corporation which imposes duties on, or involves services by, such director, officer, employee or agent with respect to an employee benefit plan, its participants, or beneficiaries.

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     (f) Proceeding . For purposes of this Agreement, “ proceeding ” means any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, including, except where expressly excluded, a proceeding by or in the right of the Corporation.

     (g) Proceeding by or in the right of the Corporation. For purposes of this Agreement, “ proceeding by or in the right of the Corporation ” means a proceeding by or in the right of the Corporation to procure a judgment in the Corporation’s favor.

     (h) Subsidiary . For purposes of this Agreement, “ subsidiary ” means any corporation, partnership, limited liability company, joint venture or other enterprise, a majority of whose equity interests are owned by the Corporation, directly or through one or more other subsidiaries.

shall indemnify Indemnitee if Indemnitee was or is a party or is threatened to be made a party to any proceeding (other than a proceeding by or in the right of the Corporation) by reason of the fact that Indemnitee is or was a director, officer, employee or Agent of the Corporation, against expenses, judgments, fines, and amounts paid (or to be paid) in settlement actually and reasonably incurred by the Indemnitee in connection with such proceeding, if Indemnitee acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests of the Corporation and, with respect to any criminal proceeding, had no reasonable cause to believe the conduct of Indemnitee was unlawful. The termination of any proceeding by judgment, order, settlement, conviction or upon a plea of nolo contendere or its equivalent shall not, of itself, create a presumption that Indemnitee did not act in good faith and in a manner which Indemnitee reasonably believed to be in the best interests of the Corporation or that Indemnitee had reasonable cause to believe that Indemnitee’s conduct was unlawful.

     (b) Proceedings By or in the Right of the Corporation . The Corporation shall indemnify Indemnitee if Indemnitee was or is a party or is threatened to be made a party to any proceeding by or in the right of the Corporation by reason of the fact that Indemnitee is or was a director, officer, employee or Agent of the Corporation, against expenses incurred by Indemnitee in connection with the defense or settlement of such proceeding, if Indemnitee acted in good faith and in a manner Indemnitee believed to be in or not opposed to the best interests of the Corporation, except that no indemnification shall be made in respect of any claim, issue or matter as to which Indemnitee shall have been adjudged to be liable to the Corporation unless and only to the extent that the court in which such proceeding is or was pending or the Delaware Court of Chancery shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, Indemnitee is fairly and reasonably entitled to indemnity for the expenses which such court shall deem proper.

     (c) Determination of Right of Indemnification . Any indemnification under Sections 2(a) and (b) shall be made by the Corporation only if authorized in the specific case, upon a determination that indemnification of Indemnitee is proper in the circumstances because

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Indemnitee has met the applicable standard of conduct set forth above in Sections 2(a) and (b) by any of the following:

     (i) a majority vote of the Corporation’s board of directors consisting of directors who are not parties to such proceeding (“ Disinterested Directors ”), even if less than a quorum; or

     (ii) a committee of the Disinterested Directors designated by a majority vote of the Disinterested Directors, even though less than a quorum; or

     (iii) if there are no such Disinterested Directors, or if such Disinterested Directors so direct, by Independent Legal Counsel in a written opinion; or

     (iv) approval of the stockholders by the affirmative vote of a majority of the shares entitled to vote represented at a duly held meeting at which a quorum is present, with the shares owned by the person to be indemnified not being entitled to vote thereon; or

     (v) by the court in which such proceeding is or was pending upon application made by the Corporation or the Indemnitee or an attorney or other person rendering services in connection with the proceeding, whether or not such application is opposed by the Corporation or the Indemnitee.

     (d) Advances of Expenses . The Corporation shall pay or advance all expenses incurred by or on behalf of Indemnitee in any proceeding, in advance of the final disposition of the proceeding, if the Indemnitee was or is a party, or is threatened to be made a party, to the proceeding by reason of the fact that Indemnitee is or was a director, officer, employee or Agent of the Corporation, subject to the receipt by the Corporation of a written undertaking by or on behalf of Indemnitee to repay such amounts if it shall ultimately be determined that Indemnitee is not entitled to be indemnified against such expenses under Section 2(a) or 2(b) hereof or otherwise. Any payments or advances by the Corporation hereunder and any undertakings to repay pursuant to this Section 2(d) shall be unsecured and interest free. The form of such undertaking shall be substantially similar to Exhibit A hereto. The Corporation shall pay or advance amounts for expenses within ten days of the later of (i) the receipt of the required undertaking and (ii) a statement or statements from the Indemnitee requesting such advance or advances and providing reasonable evidence of the expenses. In connection with any criminal proceeding, the obligation to pay or advance expenses under this Section 2(d) shall cease if the Indemnitee is convicted in the criminal proceeding, regardless of any right to appeal.

     (e) Indemnification Against Expenses of Successful Party . Notwithstanding the other provisions of this Section 2, to the extent that Indemnitee has been successful on the merits or otherwise in a defense of any proceeding, or of any claim, issue or matter in a proceeding, referred to in Sections 2(a) and (b), Indemnitee shall be indemnified against all expenses incurred by Indemnitee in connection therewith.

     (f) Right of Indemnitee to Indemnification Upon Application; Procedure Upon Application . Any indemnification provided for in Sections 2(a), (b) or (e) shall be made no later than thirty (30) days after the Corporation is given notice of request by Indemnitee, provided that any indemnification under Sections 2(a) and (b) is authorized pursuant to Section

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2(c). Any such request for indemnification must be made within thirty (30) da