EXHIBIT 10.0



                               AMAZON HERB COMPANY

                             1998 STOCK OPTION PLAN

   Amazon Herb Company, a Florida corporation (the "Company"), hereby
   establishes this 1998 Stock Option Plan (the "Plan") effective as of May 1,
   1998.

   1. Purpose. The purpose of the Plan is to attract and retain the best
   available talent and encourage the highest level of performance by executive
   officers, key employees, directors, advisors and consultants, and to provide
   them with incentives to put forth maximum efforts for the success of the
   Company's business, in order to serve the best interests of the Company and
   its stockholders. All options granted under the Plan are intended to be
   nonstatutory stock options.

   2. Definitions. The following terms, when used in the Plan with initial
   capital letters, will have the following meanings:

(a)      "Act" means the Securities Exchange Act of 1934, as in effect from time
         to time.

(b)      "Board" means the Board of Directors of the Company.

(c)      "Code" means the U. S. Internal Revenue Code, as in effect from time to
         time.

(d)      "Common Stock" means the common stock, par value $.01 per share, of the
         Company or any security into which such common stock may be changed by
         reason of any transaction or event of the type described in Paragraph
         6.

(e)      "Compensation Committee" means the Compensation Committee which is a
         committee of the Board whose members are appointed by the Board from
         time to time. All of the members of the Compensation Committee, which
         may not be less than two, are intended at all times to qualify as
         "outside directors" within the meaning of Section 162(m) of the Code
         and as "Non-Employee Directors" within the meaning of Rule 16b-3;
         provided, however, that the failure of a member of such committee to so
         qualify shall not be deemed to invalidate any Stock Option granted by
         such committee.

(f)      "Date of Grant" means the date specified by the Compensation Committee
         or the Board, as applicable, on which a grant of Stock Options will
         become effective (which date will not be earlier than the date on which
         such committee or the Board takes action with respect thereto).

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(g)      "Market Value per Share" means the fair market value per share of the
         Common Stock on the Date of Grant as determined by the Compensation
         Committee or the Board, as applicable.

(h)      "Option Price" means the purchase price per share payable on exercise
         of a Stock Option.

(i)      "Participant" means a person who is selected by the Compensation
         Committee or the Board, as applicable, to receive Stock Options under
         Paragraph 5 of the Plan and who is at that time (i) an executive
         officer or other key employee of the Company or any Subsidiary, (ii) an
         advisor or consultant to the Company or any Subsidiary, or (iii) a
         member of the Board.

(j)      "Rule 16b-3" means Rule 16b-3 under Section 16 of the Act, as such Rule
         is in effect from time to time.

(k)      "Stock Option" means the right to purchase a share of Common Stock upon
         exercise of an option granted pursuant to Paragraph 5.

(l)      "Subsidiary" means any corporation, partnership, joint venture or other
         entity in which the Company owns or controls, directly or indirectly,
         not less than 50% of the total combined voting power or equity
         interests represented by all classes of stock issued by such
         corporation, partnership, joint venture or other entity.

3.   Shares Available Under Plan. The shares of Common Stock which may be issued
     under the Plan will not exceed in the aggregate 1,000,000 shares, subject
     to adjustment as provided in this Paragraph 3. Such shares may be shares of
     original issuance or treasury shares or a combination of the foregoing.

(a)      Any shares of Common Stock which are subject to Stock Options that are
         terminated unexercised, forfeited or surrendered or that expire for any
         reason will again be available for issuance under the Plan.

(b)      The shares available for issuance under the Plan also will be subject
         to adjustment as provided in Paragraph 6.

4.       Individual Limitation on Stock Options. The maximum aggregate number of
         shares of Common Stock with respect to which Stock Options may be
         granted to any Participant during any calendar year will not exceed
         100,000 shares.

5.       Grants of Stock Options. The Compensation Committee or the Board may
         from time to time authorize grants to any Participant of Stock Options
         upon such terms and conditions as such committee or the Board, as
         applicable, may determine in accordance with the provisions set forth
         below.

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(a)      Each grant will specify the number of shares of Common Stock to which
         it pertains.

(b)      Each grant will specify the Option Price, which will not be less than
         100% of the Market Value per Share on the Date of Grant.

(c)      Each grant will specify whether the Option Price will be payable (i) in
         cash or by check acceptable to the Company, (ii) by the transfer to the
         Company of shares of Common Stock owned by the Participant for at least
         six months (or, with the consent of the Compensation Committee or the
         Board, as applicable, for less than six months) having an aggregate
         fair market value per share at the date of exercise equal to the
         aggregate Option Price, (iii) with the consent of the Compensation
         Committee or the Board, as applicable, by authorizing the Company to
         withhold a number of shares of Common Stock otherwise issuable to the
         Participant having an aggregate fair market value per share on the date
         of exercise equal to the aggregate Option Price or (iv) by a
         combination of such methods of payment; provided, however, that the
         payment methods described in clauses (ii) and (iii) will not be
         available at any time that the Company is prohibited from purchasing or
         acquiring such shares of Common Stock. Any grant may provide for
         deferred payment of the Option Price from the proceeds of sale through
         a bank or broker of some or all of the shares to which such exercise
         relates.

(d)      Successive grants may be made to the same Participant whether or not
         any Stock Options previously granted to such Participant remain
         unexercised.

(e)      Each grant will specify the required period or periods (if any) of
         continuous service by the Participant with the Company or any
         Subsidiary and/or any other conditions to be satisfied before the Stock
         Options or installments thereof will become exercisable, and any grant
         may provide, or may be amended to provide, for the earlier exercise of
         the Stock options in the event of a change in control of the Company
         (as defined in the stock option agreement evidencing such grant or in
         any agreement referred to in such stock option agreement) or in the
         event of any other similar transaction or event.

(f)      Each Stock Option granted pursuant to this Paragraph 5 may be made
         subject to such transfer restrictions as the Compensation Committee or
         the Board, as applicable, may determine.

(g)      Each grant will be evidenced by a stock option agreement executed on
         behalf of the Company by the Chief Executive Officer (or another
         officer designated by the Compensation Committee or the Board, as
         applicable) and delivered to the Participant and containing such
         further terms and provisions, consistent with the Plan, as such
         committee or the Board, as applicable, may approve.

   6. Adjustments. The Compensation Committee or the Board will make or provide
   for such adjustments in the maximum number of shares specified in Paragraph 3
   and Paragraph

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   4, in the number of shares of Common Stock covered by outstanding Stock
   Options granted hereunder, in the Option Price applicable to any such Stock
   Options, and/or in the kind of shares covered thereby (including shares of
   another issuer), as such committee or the Board, as applicable, in its sole
   discretion, exercised in good faith, may determine is equitably required to
   prevent dilution or enlargement of the rights of Participants that otherwise
   would result from any stock dividend, stock split, combination of shares,
   recapitalization or other change in the capital structure of the Company,
   merger, consolidation, spin-off, reorganization, partial or complete
   liquidation, issuance of rights or warrants to purchase securities or any
   other corporate transaction or event having an effect similar to any of the
   foregoing. In the event the Compensation Committee disagrees with the Board
   with respect to the foregoing adjustments, the Board's determination will be
   final and conclusive. Any fractional shares resulting from the foregoing
   adjustments will be eliminated.

7. Withholding of Taxes. To the extent that the Company is required to
   withhold federal, state, local or foreign taxes in connection with any
   benefit realized by a Participant under the Plan, or is requested by a
   Participant to withhold additional amounts with respect to such taxes, and
   the amounts available to the Company for such withholding are insufficient,
   it will be a condition to the realization of such benefit that the
   Participant make arrangements satisfactory to the Company for payment of the
   balance of such   taxes required or requested to be withheld. In addition, if
   permitted by the Compensation Committee or the Board, a Participant may elect
   to have any withholding obligation of the Company satisfied with shares of
   Common Stock that would otherwise be transferred to the Participant on
   exercise of the Stock Option.

8. Administration of the Plan.

(a)      The Plan will be administered by Compensation Committee and the Board.

(b)      The Compensation Committee and the Board have the full authority and
         discretion to administer the Plan and to take any action that is
         necessary or advisable in connection with the administration of the
         Plan, including without limitation the authority and discretion to
         interpret and construe any provision of the Plan or of any agreement,
         notification or document evidencing the grant of a Stock Option. The
         interpretation and construction by the Compensation Committee or the
         Board, as applicable, of any such provision and any determination by
         the Compensation Committee or the Board pursuant to any provision of
         the Plan or any such agreement, notification or document will be final
         and conclusive; provided, that in the event the Compensation Committee
         disagrees with the Board with respect to such interpretation,
         construction or determination, the Board's determination will be final
         and conclusive. No member of the Compensation Committee or the Board
         will be liable for any such action or determination made in good faith.

(c)      Notwithstanding any provision of the Plan to the contrary, the
         Compensation Committee will have the exclusive authority and discretion
         to take any action required or permitted to be taken under the
         provisions of Paragraph 6, Paragraph 8(b),

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         Paragraph 9(a) and Paragraph 9(b) with respect to Stock Options granted
         under the Plan that are intended to comply with the requirements of
         Section 162(m) of the Code.

   9.   Amendments and Related Matters.

(a)      The Compensation Committee or the Board, as applicable, may, without
         the consent of the Participant, amend any agreement evidencing a Stock
         Option granted under the Plan, or otherwise take action, to accelerate
         the time or times at which the Stock Option may be exercised, to extend
         the expiration date of the Stock Option, to waive any other condition
         or restriction applicable to such Stock Option or to the exercise of
         such Stock Option, to reduce the exercise price of such Stock Option,
         to amend the definition of a change in control of the Company (if such
         a definition is contained in such agreement) to expand the events that
         would result in a change in control of the Company and to add a change
         in control provision to such agreement (if such provision is not
         contained in such agreement) and may amend any such agreement in any
         other respect with consent of the Participant.

(b)      The Plan may be amended from time to time by the Board or any duly
         authorized committee thereof. In the event any law, or any rule or
         regulation issued or promulgated by the Internal Revenue Service, the
         Securities and Exchange Commission, the National Association of
         Securities Dealers, Inc., any stock exchange upon which the Common
         Stock is listed for trading, or any other governmental or
         quasi-governmental agency having jurisdiction over the Company, the
         Common Stock or the Plan, requires the Plan to be amended, or in the
         event Rule 16b-3 is amended or supplemented (e.g., by additional of
         alternative rules) or any of the rules under Section 16 of the Act are
         amended or supplemented, in either event to permit the Company to
         remove or lessen any restrictions on or with respect to Stock Options,
         the Compensation Committee and the Board each reserves the right to
         amend the Plan to extent of any such requirement, amendment or
         supplement, and all Stock Options then outstanding will be subject to
         such amendment.

(c)       The Plan may be terminated at any time by action of the Board. The
          termination of the Plan will not adversely affect the terms of any
          outstanding Stock Option. The term of all options may not exceed ten
          years. If not terminated earlier, the 1998 Stock Option Plan will
          terminate on May 1, 2008.

(d)       The Plan will confer upon any Participant any right with respect to
          continuance of employment or other service with the Company or any
          Subsidiary, nor will it interfere in any way with any right the
          Company or any Subsidiary would otherwise have to terminate a
          Participant's employment or other service at any time.