NONSTATUTORY STOCK OPTION AGREEMENT [NAME OF GRANTEE]

Exhibit 10.40

NONSTATUTORY STOCK OPTION AGREEMENT
[NAME OF GRANTEE]

This NONSTATUTORY STOCK OPTION AGREEMENT is made as of the _____ day of _____, between CARDTRONICS, INC. , a Delaware corporation (the “ Company ” ), and [Name of Grantee] ( “ Employee ” ).

To carry out the purposes of the CARDTRONICS GROUP, INC. 2007 STOCK INCENTIVE PLAN (the “ Plan ” ), by affording Employee the opportunity to purchase shares of the common stock of the Company, par value $.0001 per share ( “ Stock ” ), and in consideration of the mutual agreements and other matters set forth herein and in the Plan, the Company and Employee hereby agree as follows:

1.  Grant of Option . The Company hereby irrevocably grants to Employee the right and option ( “ Option ” ) to purchase all or any part of an aggregate of _____ (_____) shares of Stock on the terms and conditions set forth herein and in the Plan, which Plan is incorporated herein by reference as a part of this Agreement. In the event of any conflict between the terms of this Agreement and the Plan, the Plan shall control. Capitalized terms used but not defined in this Agreement shall have the meaning attributed to such terms under the Plan, unless the context requires otherwise. This Option shall not be treated as an incentive stock option within the meaning of section 422(b) of the Code.

2.  Purchase Price . The purchase price of Stock purchased pursuant to the exercise of this Option shall be _____ Dollars ($_____) per share, which was the mean of the high and low sales prices of the Common Stock reported by the National Market System of NASDAQ on the date of this award or if on such date NASDAQ was closed, on the immediate preceding day on which said market was open or, in either case, if no prices are reported on that date, on the last preceding date on which such prices of the Common Stock are so reported.

3.  Exercise of Option . Subject to the earlier expiration of this Option as herein provided, this Option may be exercised, by written notice to the Company at its principal executive office addressed to the attention of its Secretary (or such other officer or employee of the Company as the Company may designate from time to time), at any time and from time to time after the date of grant hereof, but, except as otherwise provided below, this Option shall not be exercisable for more than a percentage of the aggregate number of shares offered by this Option determined in accordance with the following schedule:

This Option may be exercised only while Employee remains an employee of the Company and will terminate and cease to be exercisable upon Employee’s termination of employment with the Company, except that:

(a) If Employee’s employment with the Company terminates by reason of Employee becoming “Totally Disabled” (as may be defined from time-to-time in the Company’s Policy Manual), this Option may be exercised by Employee (or Employee’s estate or the person who acquires this Option by will or the laws of descent and distribution or otherwise by reason of the death of Employee) at any time during the period of one year following such termination, but only as to the number of shares Employee was entitled to purchase hereunder as of the date Employee’s employment so terminates.

(b) If Employee dies while in the employ of the Company, Employee’s estate, or the person who acquires this Option by will or the laws of descent and distribution or otherwise by reason of the death of Employee, may exercise this Option at any time during the period of one year following the date of Employee’s death, but only as to the number of shares Employee was entitled to purchase hereun