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                                                                    EXHIBIT 10.8
                      ELECTRONIC TELE-COMMUNICATIONS, INC.
                       1999 NONQUALIFIED STOCK OPTION PLAN

1.       PURPOSE.

         The purpose of this Plan is to promote the growth and development of
         Electronic Tele-Communications, Inc. (the "Company") by (a) providing
         increased long-term incentives for employees and non-employee directors
         of the Company and any present or future subsidiary of the Company and
         (b) facilitating the efforts of the Company and its Subsidiaries to
         obtain and retain employees and directors of outstanding ability. This
         Plan provides for the granting of nonqualified stock options which are
         intended not to qualify for the treatment provided under Section 422A
         of the Internal Revenue Code.

2.       ADMINISTRATION.

         (a) The Plan shall be administered by the Stock Option Committee (the
         "Committee") of the Board of Directors of the company. The Stock Option
         Committee shall consist of at least three non-employee members of the
         Board of Directors. A majority of the members of the Committee shall
         constitute a quorum. The approval of such a quorum, expressed by vote
         at a meeting, or in writing without a meeting, shall constitute the
         action of the Committee and shall be valid and effective for all
         purposes of the Plan.

         (b) The Committee is authorized, subject to the provisions of the Plan,
         to adopt, amend and rescind such rules and regulations as it may deem
         appropriate for the administration of the Plan, and to make
         determinations and interpretations which it deems consistent with the
         Plan's provisions. The Committee's determinations and interpretations
         shall be final and conclusive.

3.       ELIGIBILITY.

         (a) In any plan year, all persons who have been employed by the Company
         or a Subsidiary, including those persons who have been employed by a
         Subsidiary prior to the date on which it became a Subsidiary, shall be
         eligible to receive options under the plan without regard to their
         length of service.

         (b) All non-employee directors of the Company or its Subsidiaries shall
         be eligible to receive options under the Plan without regard to the
         length of their service with the Company.

         (c) Notwithstanding the foregoing, no person owning five percent (5%)
         or more of any class of stock in the Company, other than a full time
         employee, shall be eligible to receive options under this Plan.

4.       SHARES SUBJECT TO OPTIONS.

         (a) The stock to be subject to options under the Plan shall be shares
         of the Company's Class A Common Stock, $.01 par value, subject to
         adjustment under Paragraph 13 hereof, and may be authorized but
         un-issued Class A Common Stock or Class A Common Stock issued and
         reacquired by the Company.

          (b) The aggregate number of shares which may be issued pursuant to
         exercises of options granted under the Plan shall not exceed One
         Hundred Seventy-five Thousand (175,000) shares of the Company's Class A
         Common Stock, subject to adjustment under paragraph 13 hereof.

         (c) Shares subject to and not issued under an option which expires or
         terminates or is cancelled for any reason during the term of the Plan
         shall again be available for the granting of options under the Plan.


5.       EXERCISE PRICE.

         (a) The exercise price at which shares may be purchased under each
         option shall be not less than 100 percent of the Fair Market Value of
         the shares on the date on which the option is granted. For all purposes
         of this Plan, the term "Fair Market Value" shall be the average of the
         highest and lowest sale prices of the stock, on the date of grant, as
         reported by NASDAQ (the National Association of Securities Dealers,
         Inc. Automated Quotation System). However, if at any time the Class A
         Common Stock is listed on any exchange, the "Fair Market Value" shall
         be the average of the reported highest and lowest prices at which
         shares of Class A Common Stock are sold on such exchange on the date
         the option is granted. In the absence of reported sales on NASDAQ or of
         such exchange on the said date, the "Fair Market Value" shall be the
         average of the reported closing bid and asked prices for the shares on
         NASDAQ or such exchange on the date the option is granted.

         (b) The cash proceeds of the sale of stock subject to an option are to
         be added to the general funds of the Company available for its
         corporate purposes.

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6.       GRANTING OF OPTIONS.

         (a) The Committee may from time to time at its discretion, subject to
         the provisions of the Plan, determine which options shall be granted
         and at the time of each grant determine those eligible employees and
         non-employee directors to whom options shall be granted, the number of
         shares subject to such options, the date or dates on which the options
         become exercisable, either wholly or in part, and the expiration date
         of the options.

         (b) Each option shall be evidenced by a written agreement containing
         terms and conditions established by the Committee consistent with the
         provisions of the Plan.

7.       TERM OF PLAN.

         Options may be granted under the Plan at any time up to December 31,
         2009, on which date the Plan shall expire except as to options the
         outstanding, which options shall remain in effect until they have been
         exercised or have expired or terminated.

8.       EXERCISE OF OPTIONS.

         (a) Options granted under the Plan may be exercised only in accordance
         with the terms established by the Committee, but no option shall be
         exercisable until the optionee has completed at least the number of
         years of continuous employment, or service as a director, from the date
         of grant of each option as follows, and then the option shall be
         exercisable for any amount of shares up to the maximum percentage of
         shares covered thereunder as follows:

<TABLE>
<CAPTION>

         Number of Completed                Maximum
         Years of Continuous                Percentage of
         Employment or Service              Shares for Which
         After the Date of                  Option is
         Grant of Option                    Exercisable
         --------------------               ----------------

        <S>                                <C>
         Less than 1                        Zero
         At least 1 but less than 2         20%
         At least 2 but less than 3         40%
         At least 3 but less than 4         60%
         At least 4 but less than 5         80%
         At least 5                         100%
</TABLE>

         (b) Unless otherwise determined by the Committee at the time of grant,
         each option granted hereunder shall expire on a date which is ten years
         after the date on which the option was granted.

         (c) Although the Company intends to exert its best efforts so that the
         shares purchasable upon the exercise of an option, when it first
         becomes exercisable, will be registered under, or exempt from the
         registration requirements of, the Federal Securities Act of 1933 ("The
         Act") and any applicable state securities law, if the exercise of an
         option would otherwise result in the violation by the Company of any
         provision of the Act or of any state securities law, the Company may
         require that such exercise be deferred until the Company has taken
         appropriate action to avoid any such violation.

         (d) The exercise price for shares purchased shall be paid in full at
         the time of exercise and no shares shall be issued until full payment
         therefore is made. Such payment may be made either (i) in cash or (ii)
         by delivering shares of the Company's common stock which have been
         beneficially owned by the optionee, the optionee's spouse, or both of
         them for a period of at least six months prior to the time of exercise
         (the "Delivered Stock") or (iii) by delivering a combination of cash
         and Delivered Stock. Delivered Stock shall be valued at its Fair Market
         Value determined as of the date of exercise of the option.

         (e) An optionee shall not be deemed the holder of any shares subject to
         the option until the shares are fully paid and issued to him upon
         exercise of such option.

9.       TRANSFERABILITY OF OPTIONS.

         An option granted under the Plan may not be transferred except by will
         or the laws of descent and distribution and may be exercised during the
         lifetime of optionee (to the extent exercisable) only by him. The
         option and any rights and privileges pertaining thereto shall not be
         transferred, assigned, pledged or hypothecated by him in any way
         whether by operation of law or otherwise and shall not be subject to
         execution, attachment or similar process.


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10.      TERMINATION OF EMPLOYMENT OR SERVICE.

          (a) If an optionee ceases to serve as a director or be employed by the
          Company or a Subsidiary for any reason (except death or retirement as
          defined in 11) after optionee shall have continuously served as a
          director or been so employed for one year after the date of grant of
          an option, the optionee may, at any time within 90 days after the date
          of such termination but in no event later than the date of expiration
          of the option, exercise the option to the extent he was entitled to do
          so on the date of such termination; provided, however, that if such
          optionee is dismissed or his service as a director is terminated for
          cause, of which the Committee shall be the sole judge, his option
          shall forthwith expire. Any options or portions of options of
          terminated employees not so exercised shall terminate.

         (b) The Committee may determine that, for the purpose of the Plan, an
         optionee who is on a leave of absence will be considered as in the
         continuous employment or service of the Company or a Subsidiary.

         (c) A change in employment or service from the Company to a Subsidiary
         or from a Subsidiary to the Company or another Subsidiary shall not be
         a termination of employment or service or an interruption of continuous
         employment or service for the purposes of the Plan.

         (d) Nothing in the Plan or in any option granted under the Plan shall
         confer on any employee or director any right to continue in the employ
         or service of the Company or its Subsidiaries, or affect the right of
         the Company or its Subsidiaries to terminate his employment or service
         at any time.

11.      RETIREMENT.

         If an optionee retires from employment or service with the Company or a
         Subsidiary in good standing having accumulated 75 points, consisting of
         complete years of service plus whole years of age, and on the date of
         his retirement any option granted to him under this Plan is outstanding
         and unexercised, then regardless of whether such option would have been
         exercisable at the time of retirement under paragraph 8(a) hereof, the
         optionee may exercise such option at any time within one year after the
         date of retirement, but not later than the expiration date of the
         option, for any amount of shares up to the maximum percentage of shares
         covered thereunder as follows, based on optionee's number of completed
         years of continuous employment or service with the Company or a
         Subsidiary (including optionee's number of completed years of
         continuous employment or service with a subsidiary prior to the date on
         which it becomes a subsidiary of the Company) prior to his retirement.
         Any options or portions of options of retired optionees not so
         exercised shall terminate.

12.      DEATH.

         If an optionee dies while in the employ or service of the Company or a
         Subsidiary, or within 90 days after optionee's retirement as defined in
         11 from such employment or service, the person or persons to whom the
         option is transferred by will or the laws of descent and distribution
         may, at any time within one year after the date of death but not later
         than the expiration date of the option, exercise all of the options
         granted to the optionee under this Plan, whether or not such options
         would have been fully exercisable on such date under paragraphs 8(A) or
         11 hereof. Any options or portions of options of deceased optionees not
         so exercised shall terminate.

13.      CHANGES IN COMMON STOCK.

         In the event of the reorganization, re-capitalization, stock split,
         stock dividend, merger, consolidation, combination or exchange of
         shares, rights offering, or any other change affecting the Class A
         Common Stock of the Company, the Committee shall make such changes in
         the aggregate number and kind of shares available under the Plan and in
         the number, price, and kind of shares covered by options granted or to
         be granted under the Plan as are appropriate and equitable to prevent
         any diminution or enlargement of the rights of participants in the
         Plan.

14.      AMENDMENT OR DISCONTINUANCE.

         The Committee may, at any time, without the approval of the
         stockholders of the Company, alter, amend, modify, accelerate vesting,
         suspend or discontinue the Plan, but may not, without the consent of
         the holder of an option, make any alteration which would adversely
         affect an option previously granted under the Plan or, without the
         approval of the stockholders of the Company, make any alteration which
         would (a) increase the aggregate number of shares subject to options
         under the Plan, except for adjustments pursuant to paragraph 13; (b)
         decrease the minimum option price; or (c) extend the term of the Plan
         or the maximum period during which any option may be exercised.


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15.      LIABILITY.

         No member of the Board of Directors or officers or employees of the
         Company or its Subsidiaries shall be personally liable for any action,
         omission or determination made in good faith in connection with the
         Plan.

16.      EFFECTIVE DATE.

         This Plan, recommended by the Compensation/Stock Option Committee of
         the Board of Directors on April 16, 1999 and subsequently approved by
         the Board of Directors via Unanimous Consent, shall become effective
         upon the approval of the voting stockholders of the Company at the 1998
         annual meeting of stockholders on May 7, 1999, or any adjournment
         thereof. No option granted hereunder shall be or become exercisable
         unless and until such stockholder approval has occurred.

17.      DISSOLUTION OR MERGER.

         Anything contained herein to the contrary notwithstanding, upon the
         dissolution or liquidation of the Company, or upon any merger in which
         the Company is not the surviving corporation, at any time prior to the
         expiration date of an option or the termination of an option hereunder,
         an optionee shall have the right within sixty (60) days prior to the
         effective date of such dissolution, liquidation or merger, to surrender
         then outstanding and unexercised options to the Company for cash,
         subject to the discretion of the Committee as to the exact timing of
         said surrender, regardless of whether the option was then exercisable
         under the provisions of paragraph 8(a). Notwithstanding the foregoing,
         however, in the case of a retired optionee, the optionee's right to
         surrender his outstanding and unexercised options under this paragraph
         shall be available only to the extent that at the time of any such
         surrender optionee would have been entitled to exercise his option
         under paragraph 11 hereof. The amount of cash to be paid to the
         optionee for all such surrendered options shall be equal to the number
         of shares of Class A Common Stock subject to such surrendered options,
         multiplied by the difference between the option price per share and the
         Fair Market Value per share of Class A Common Stock of the Company at
         the time of surrender.

18.      MISCELLANEOUS.

         (a) The term "Board of Directors" herein shall mean the Board of
         Directors of the Company and, to the extent that any powers and
         discretion vested in the Board of Directors are delegated to any
         committee of the Board, the term "Board of Directors" shall also mean
         such committee.

         (b) The term "Subsidiary" used herein shall mean any corporation more
         than 50 percent of whose total combined voting stock of all classes is
         held by the Company or by another corporation qualifying as a
         Subsidiary within this definition.

19.      WITHHOLDING TAXES.

         Pursuant to applicable Federal and state laws, the Company may be
         required to collect withholding taxes upon the exercise of an option.
         The Company may require, as a condition to the exercise of an option,
         that the optionee concurrently pay to the Company the entire amount or
         a portion of any taxes which the Company is required to withhold by
         reason of such exercise, in such amount as the Committee or the Company
         in its discretion may determine. In lieu of part or all of any such
         payment, the optionee may elect, subject to such rules and regulations
         as the Committee may adopt from time to time, to have the Company
         withhold from the shares to be issued upon exercise of the option that
         number of shares having a Fair Market Value equal to the amount which
         the Company is required to withhold.





1999 Stock Option Plan/DWD





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