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                                                                 Exhibit 10.8

                                                                   AS AMENDED

                              GOMEZ ADVISORS, INC.

                       1999 LONG-TERM INCENTIVE STOCK PLAN

I.    Purpose

      This 1999 Long-Term Incentive Stock Plan (the "Plan") is intended to
attract, retain and provide incentives to senior executives and key employees
and consultants of the Corporation and Subsidiaries and key employees of the
Parent who have a significant impact on the success of the Corporation, and to
thereby increase overall shareholders' value. The Plan generally provides for
the granting of stock, stock options, stock appreciation rights, restricted
shares, performance based awards, other stock-based awards or any combination of
the foregoing to the eligible participants.

II.   Definitions

      (a) "Award" includes, without limitation, stock options (including
incentive stock options within the meaning of Section 422(b) of the Code), stock
appreciation rights, stock awards, restricted share awards, dividend equivalent
rights, performance based awards or other awards that are valued in whole or in
part by reference to, or are otherwise based on, the Common Stock ("other Common
Stock-based Awards"), all on a stand alone, combination or tandem basis, as
described in or granted under this Plan.

      (b) "Award Agreement" means a written agreement setting forth the terms
and conditions of each Award made under this Plan.

      (c) "Board" means the Board of Directors of the Corporation.

      (d) "Code" means the Internal Revenue Code of 1986, as amended from time
to time.
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      (e) "Committee" means the Compensation Committee of the Board or such
other committee of the Board as may be designated by the Board from time to time
to administer this Plan.

      (f) "Common Stock" means the $.0001 par value Class A Common Stock of the
Corporation.

      (g) "Corporation" means Gomez Advisors, Inc., a Delaware corporation.

      (h) "Director" means a member of the Board.

      (i) "Employee" means any key executive or other key employee of the
Corporation, the Parent or a Subsidiary.

      (j) "Exchange Act" means the Securities Exchange Act of 1934, as amended.

      (k) "Fair Market Value" means the value determined by the Committee or the
Board; provided, however, if shares of Common Stock are listed on a national
securities exchange or traded on the over-the-counter market, the Fair Market
Value shall be the mean of the highest and lowest trading prices or of the high
bid and low asked prices of shares of Common Stock on such exchange, or on the
over-the-counter market as reported by the NASDAQ system of the National
Quotation Bureau, Inc., as the case may be, on the relevant date, and if there
is no trading or bid or asked price on that day, the mean of the highest and
lowest trading or high bid and low asked prices on the most recent day for which
such prices are available preceding such relevant date.

      (l) "Parent" means any corporation or other entity, whether domestic or
foreign, which has or obtains, directly or indirectly, a proprietary interest in
the Corporation of more than 50% by reason of stock ownership or otherwise.

      (m) "Participant" means an Employee, Director, or consultant who has been
granted an Award under the Plan.

      (n) "Plan Year" means the fiscal year of the Corporation commencing April
1 and ending March 31.
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      (o) "Subsidiary" means any corporation or other entity, whether domestic
or foreign, in which the Corporation has or obtains, directly or indirectly, a
proprietary interest of more than 50% by reason of stock ownership or otherwise.

III.  Eligibility

            Any Employee, Director or consultant of the Corporation selected by
the Committee is eligible to receive an Award pursuant to Section VI hereof.

IV.   Plan Administration

      (a) The Plan shall be administered by the Committee. The Committee shall
periodically make determinations with respect to the participation of Employees,
Directors and consultants in the Plan and, except as otherwise required by law
or this Plan, the terms of Awards granted, including performance objective,
vesting or exercisability schedules, price, restriction, option or performance
period, dividend rights, post-retirement and termination rights, payment
alternatives such as cash, stock, contingent awards or other means of payment
consistent with the purposes of this Plan, and such other terms and conditions
as the Committee deems appropriate which shall be contained in an Award
Agreement with respect to a Participant.

      (b) The Committee shall have authority to interpret and construe the
provisions of the Plan and any Award Agreement and make determinations pursuant
to any Plan provision or Award Agreement which shall be final and binding on all
persons. No member of the Committee shall be liable for any action or
determination made in good faith, and the members shall be entitled to
indemnification and reimbursement in the manner provided in the Corporation's
Certificate of Incorporation, as it may be amended from time to time.

      (c) The Committee shall have the authority at any time to provide for the
conditions and circumstances under which Awards shall be forfeited. The
Committee shall have the authority to accelerate the vesting of any Award and
the time at which any Award becomes exercisable.


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V.    Capital Stock Subject to the Provisions of this Plan

      (a) The capital stock subject to the provisions of this Plan shall be
shares of authorized but unissued Common Stock and shares of Common Stock held
as treasury stock. Subject to adjustment in accordance with the provisions of
Section X, and subject to Section V(c) below, the maximum number of shares of
Common Stock that shall be available for grants of Awards under this Plan shall
be 3,003.

      (b) The grant of a restricted share or performance based Award shall be
deemed to be equal to the maximum number of shares which may be issued under the
Award. Awards payable only in cash will not reduce the number of shares
available for Awards granted under the Plan.

      (c) There shall be carried forward and be available for Awards under the
Plan, all of the following: (i) any unused portion of the limit set forth in
paragraph (a) of this Section V; (ii) shares represented by Awards which are
canceled, forfeited, surrendered, terminated, paid in cash or expire
unexercised; and (iii) the excess amount of variable Awards which become fixed
at less than their maximum limitations.

VI.   Awards Under This Plan

      As the Committee may determine, the following types of Awards and other
Common Stock-based Awards may be granted under this Plan on a stand alone,
combination or tandem basis:

            (a) Stock Option. An Award which provides a right to buy a specified
number of shares of Common Stock at a fixed exercise price during a specified
time. Unless otherwise specifically provided in an Award Agreement, (i) the
exercise price of each share of Common Stock covered by a stock option shall not
be less than the Fair Market Value of the Common Stock on the date of the grant
of such stock option and (ii) 33.33% of the shares covered by the stock option
shall become exercisable on the __ anniversary of its grant and an additional
33.33% of such shares shall become exercisable on each of the second and third
anniversary of its grant.


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            (b) Incentive Stock Option. An Award in the form of a stock option
granted to an Employee which shall comply with the requirements of Code Section
422 or any successor section as it may be amended from time to time. The
exercise price of any incentive stock option shall not be less than 100% of the
Fair Market Value of the Common Stock on the date of grant of the incentive
stock option Award. Unless otherwise specifically provided in the Award
Agreement, 33.33% of the shares covered by the incentive stock option shall
become exercisable on the first anniversary of its grant, and an additional
33.33% of such shares shall become exercisable on each of the second and third
anniversary of its grant. An Employee who owns stock representing 10% of the
voting power or value of all classes of stock of the Corporation, the Parent or
a Subsidiary shall only be granted an incentive stock option (i) with an
exercise price of at least a 110% of the Fair Market Value of the Common Stock
on the date of the grant of such option and (ii) that expires no more than five
years from the date of its grant. To the extent that Code Section 422 requires
certain provisions to be set forth in a written plan, said provisions are
incorporated herein by this reference.

            (c) Stock Option in lieu of Compensation Election. A right given
with respect to a year to an Employee, Director, or consultant to elect to
exchange annual fees, compensation or bonuses for stock options.

            (d) Stock Appreciation Right. A right which may or may not be
contained in the grant of a stock option or incentive stock option to receive
the excess of the Fair Market Value of a share of Common Stock on the date the
option is surrendered over the option exercise price or other specified amount
contained in the Award Agreement.

            (e) Restricted Shares. A transfer of Common Stock to a Participant
subject to forfeiture until such restrictions, terms and conditions as the
Committee may determine are fulfilled.

            (f) Dividend Equivalent Right. A right to receive dividends or their
equivalent in value in Common Stock, cash or


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in a combination of both with respect to any new or previously existing Award.

            (g) Stock Award. An unrestricted transfer of ownership of Common
Stock.

            (h) Performance Base Awards. An Award payable after specified
performance goals have been satisfied. The performance period for a performance
based Award shall be established prior to the time such Award is granted and may
overlap with performance periods relating to other Awards granted hereunder to
the same Participant. Each Award shall be contingent upon future performance and
achievement of objectives described either in terms of Corporation-wide
performance or in terms that are related to the performance of the Participant
or of the division, subsidiary, department or function within the Corporation in
which the Participant is employed or has responsibility for. Such objectives
shall be based on increases in share prices, operating income, net income or
cash flow thresholds, sales results, return on common equity or any combination
of the foregoing. Following the end of each performance period, the holder of
each Award shall be entitled to receive payment of an amount, not exceeding the
maximum value of the Award, based on the achievement of the performance measures
for such performance period, as determined by the Committee. Unless the Award
specifies otherwise, including restrictions in order to satisfy the conditions
under Section 162(m) of the Code, the Committee may adjust the payment of Awards
or the performance objectives if events occur or circumstances arise which would
cause a particular payment or set of performance objectives to be inappropriate,
as determined by the Committee.

            (i) Other Stock-Based Awards. Other Common Stock-based Awards which
are related to or serve a similar function to those Awards set forth in this
Section VI.

VII.  Award Agreements

      Each Award under the Plan shall be evidenced by an Award Agreement setting
forth the terms and conditions of the Award and executed by the Corporation and
Participant.


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VIII. Other Terms and Conditions

      (a) Assignability. Unless provided to the contrary in any Award, no Award
shall be assignable or transferable except by will, by the laws of descent and
distribution and during the lifetime of a Participant, the Award shall be
exercisable only by such Participant. No Award granted under the Plan shall be
subject to execution, attachment or process.

      (b) Termination of Employment or Other Relationship. The Committee shall
determine the disposition of the grant of each Award in the event of the
retirement, disability, death or other termination of a Participant's employment
or other relationship with the Corporation, the Parent or a Subsidiary.

      (c) Rights as a Stockholder. A Participant shall have no rights as a
stockholder with respect to shares covered by an Award until the date the
Participant is the holder of record. No adjustment will be made for dividends or
other rights for which the record date is prior to such date.

      (d) No Obligation to Exercise. The grant of an Award shall impose no
obligation upon the Participant to exercise the Award.

      (e) Payments by Participants. The Committee may determine that Awards for
which a payment is due from a Participant may be payable: (i) in U.S. dollars by
personal check, bank draft or money order payable to the order of the
Corporation, by money transfers or direct account debits; (ii) through the
delivery or deemed delivery based on attestation to the ownership of shares of
Common Stock with a Fair Market Value equal to the total payment due from the
Participant; (iii) pursuant to a broker-assisted "cashless exercise" program if
established by the Corporation; (iv) by a combination of the methods described
in (i) through (iii) above; or (v) by such other methods as the Committee may
deem appropriate.

      (f) Withholding. Except as otherwise provided by the Committee, (i) the
deduction of withholding and any other taxes required by law will be made from
all amounts paid in cash and


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(ii) in the case of payments of Awards in shares of Common Stock, the
Participant shall be required to pay the amount of any taxes required to be
withheld prior to receipt of such stock, or alternatively, a number of shares
the Fair Market Value of which equals the amount required to be withheld may be
deducted from the payment.

      (g) Restrictions on Sale and Exercise. With respect to officers and
directors for purposes of Section 16 of the Exchange Act, and if required to
comply with rules promulgated thereunder, (i) no Award providing for exercise, a
vesting period, a restriction period or the attainment of performance standards
shall permit unrestricted ownership of Common Stock by the Participant for at
least six months from the date of grant, and (ii) Common Stock acquired pursuant
to this Plan (other than Common Stock acquired as a result of the granting of a
"derivative security") may not be sold for at least six months after
acquisition.

      (h) Maximum Awards. Subject to adjustment in accordance with the
provisions of Section X, the maximum number of shares of Common Stock that may
be issued to any single Participant pursuant to options over the life of this
Plan is 2,000. The maximum number of shares of Common Stock, that may be issued,
and the maximum amount of cash that may be received by any single Participant
pursuant to a performance based Award in any one year is 2,000 shares of Common
Stock and $2,000,000, respectively.

      (i) Additional Restrictions. The Committee may include provisions in an
Award Agreement which would limit the right of a Participant with respect to an
Award in the event that the Participant conducts himself in a manner adversely
affecting the Company or engages in other activities proscribed in the Award
Agreement.

IX.   Termination, Modification and Amendments

      (a) The Plan may from time to time be terminated, modified or amended by
the affirmative vote of the holders of a majority of the outstanding shares of
the capital stock of the Corporation present or represented and entitled to vote
at a duly held stockholders meeting.


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      (b) The Board may at any time terminate the Plan or from time to time make
such modifications or amendments of the Plan as it may deem advisable; provided,
however, that the Board shall not make any material amendments to the Plan which
require stockholder approval under applicable law, rule or regulation unless the
same shall be approved by the requisite vote of the Corporation's stockholders.

      (c) No termination, modification or amendment of the Plan may adversely
affect the rights conferred by an Award without the consent of the recipient
thereof.

X.    Recapitalization

      The aggregate number of shares of Common Stock as to which Awards may be
granted to Participants, the number of shares thereof covered by each
outstanding Award, and the price per share thereof in each such Award, shall all
be proportionately adjusted for any increase or decrease in the number of issued
shares of Common Stock resulting from a subdivision or consolidation of shares
or other capital adjustment, or the payment of a stock dividend or other
increase or decrease in such shares, effected without receipt of consideration
by the Corporation, or other change in corporate or capital structure; provided,
however, that any fractional shares resulting from any such adjustment shall be
eliminated. The Committee shall also make the foregoing changes and any other
changes, including changes in the classes of securities available, to the extent
it is deemed necessary or desirable to preserve the intended benefits of the
Plan for the Corporation and the Participants in the event of any other
reorganization, recapitalization, merger, consolidation, spin-off, extraordinary
dividend or other distribution or similar transaction.

XI.   No Right to Employment

      No person shall have any claim or right to be granted an Award, and the
grant of an Award shall not be construed as giving a Participant the right to be
retained in the employ of, or in the other relationship with, the Corporation,
the Parent or a


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Subsidiary. Further, the Corporation, the Parent and each Subsidiary expressly
reserve the right at any time to dismiss a Participant free from any liability,
or any claim under the Plan, except as provided herein or in any Award Agreement
issued hereunder.

XII.  Governing Law

      To the extent that federal laws do not otherwise control, the Plan shall
be construed in accordance with and governed by the laws of the State of
Delaware.

XIII. Savings Clause

      This Plan is intended to comply in all aspects with applicable laws and
regulations, including, with respect to those Participant"s who are officers or
directors for purposes of Section 16 of the Exchange Act, Rule 16b-3 under the
Exchange Act. In case any one more of the provisions of this Plan shall be held
invalid, illegal or unenforceable in any respect under applicable law and
regulation (including Rule 16b-3), the validity, legality and enforceability of
the remaining provisions shall not in any way be affected or impaired thereby
and the invalid, illegal or unenforceable provision shall be deemed null and
void; however, to the extent permissible by law, any provision which could be
deemed null and void shall first be construed, interpreted or revised
retroactively to permit this Plan to be construed in compliance with all
applicable laws (including Rule 16b-3) so as to foster the intent of this Plan.

XIV.  Effective Date and Term

      The Plan shall become effective upon adoption by the Board of Directors,
subject to the approval of the Plan by the affirmative vote of the holders of a
majority of the outstanding shares of the capital stock of the Corporation
entitled to vote thereon within one year following adoption of the Plan by the
Board. All Awards granted prior to such approval by the stockholders shall be
subject to such approval and shall not be


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exercisable and/or transferable prior thereto. In the event such approval is not
obtained, the Plan and all Awards granted thereunder shall be null and void.


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