Abstract: An apparatus is provided having a rigid bulletproof member enclosed in a housing of flexible material. A pair of handles is coupled to the housing to enable a user to operate the apparatus in a first mode by grasping the handles and locating the housing to shield the user from one or more bullets, and at other times in a second mode with the back surface of the housing upon a desk or other surface. In the second mode that apparatus serves as a typical desktop item of a desk pad enabled by providing multiple holders along the front surface for retaining one or more corners or a portion of the top and/or bottom of a rectangular member or item, such as a desktop calendar, blotter paper or media, paper pad, or the like.