2002 Employee Stock Option Plan

     1. Purpose. The purpose of this 2002 Employee Stock Option Plan (the
"Plan") is to advance the interests of Precom Technology, Inc. (the "Company")
by encouraging key management employees of the Company and its subsidiaries and
non-employee directors of the Company to acquire a proprietary interest in the
Company through ownership of common stock of the Company. Such ownership will
encourage the optionees to remain with the Company and will help attract other
qualified persons to become employees and directors.

     2. Administration. The Plan shall be administered by the Compensation and
Stock Option Committee of the Board of Directors (the "Committee") which shall
be composed of not less than three directors of the Company elected or to be
elected as members of the Committee from time to time by the Board of Directors
of the Company. Each member of the Committee shall be a "disinterested person"
within the meaning of Rule 16b-3 under the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and an "outside director" within the meaning of
Section 162(m) of the Internal Revenue Code of 1986, as amended (the "Code").
Subject to the provisions of the Plan and the approval of the Board of Directors
of the Company, except that the Board of Directors shall have no discretion with
respect to the selection of officers within the meaning of Rule 16a-1(f),
directors or 10% or more shareholders ("Insiders") for participation and
decisions concerning the timing, pricing and amount of a grant or award to such
"Insiders", the Committee is authorized to grant options under the Plan and to
interpret the Plan and such options, to prescribe, amend and rescind rules and
regulations relating to the Plan and the options, and to make other
determinations necessary or advisable for the administration of the Plan, all of
which determinations shall be conclusive. The Committee shall act pursuant to a
majority vote or by unanimous written consent.

     3. Types of Options. Options granted pursuant to the Plan may be either
incentive stock options under Section 422 of the Code ("Incentive Stock
Options") or options not qualifying under that section of the Code
("Non-qualified Stock Options"). It is the intent of the Company that
Non-qualified Stock Options granted under the Plan not be classified as
Incentive Stock Options, that the Incentive Stock Options granted under the Plan
be consistent with and contain or be deemed to contain all provisions required
under Section 422 and the other appropriate provisions of the Code and any
implementing regulations (and any successor provisions thereof), and that any
ambiguities in construction shall be interpreted in order to effectuate such
intent.

     4. Eligibility. Options shall be granted under the Plan to such selected
key full-time salaried and commissioned employees (including officers and
directors if they are employees) of the Company or any of its subsidiaries as
the Committee shall determine from time to time. Options shall also be granted
under the Plan to the non-employee directors of the Company (the "Non-employee
Directors") pursuant to Section 9 hereof.

     5. Stock Subject to Options. The aggregate number of shares which may be
issued or sold under options granted pursuant to the Plan (the "Shares") shall
not exceed 2,321,410 shares of the Company's common stock $0.001 par value each.
Such Shares shall be either authorized but unissued shares of said common stock
or issued shares of said common stock which shall have been reacquired by the
Company. Such aggregate number of Shares may be adjusted under Sections 9 and 10
below. If any outstanding option under the Plan expires or is terminated for any
reason, the Shares allocated to the unexercised portion of such option may again
be subjected to an option or options under the Plan.

     6. Allotment of Shares. Except as provided under Section 9 hereof, the
Committee shall determine the total number of Shares to be offered to each
optionee under the Plan.

     7. Option Price. The Shares shall be offered from time to time under the
Plan at a price which shall be not less than the greater of (i) 100 percent of
the Fair Market Value of the Company's common stock on the date the option is
granted, or (ii) the par value of the Company's common stock subject to the
option; provided, however, that the price shall be not less than 110 percent of
such Fair Market Value in the case of Shares offered under any Incentive Stock
Option granted to an individual who, at the time the option is granted, owns
stock possessing more than 10 percent of the total combined voting power of all
classes of stock of the Company or of its subsidiaries.

     8. Terms and Conditions of Options. The Committee shall have power, subject
to the limitations contained in the Plan, to prescribe the terms and conditions
of any option granted hereunder. Each such option shall be evidenced by a
certificate in such form as the Committee shall from time to time determine,
which certificate shall prescribe the following terms and conditions and such
other terms and conditions as the Committee may deem necessary or advisable:

     (a) Duration of Options. Except as hereinafter otherwise provided, options
granted under the Plan shall be exercisable for such period of time as the
Committee shall determine. An Incentive Stock Option shall not be exercisable
after the expiration of ten years from the date it is granted; provided,
however, that any Incentive Stock Option granted to an individual who, at the
time the option is granted, owns stock possessing more than 10 percent of the
total combined voting power of all classes of stock of the Company or of its
subsidiaries shall by its terms not be exercisable after the expiration of five
years from the date of grant.

     (b) Exercise of Options. Except as hereinafter otherwise provided, each
option granted under the Plan may be exercised only after twelve months of
continued employment by the Company or one of its subsidiaries immediately
following the date the option is granted, or the date of Stockholder approval
under Section 11 below if later, and only during the continuance of the
optionee's employment with the Company or one of its subsidiaries and such
additional period as may be provided in subsection (e) below. No option shall be
exercised for less than 10 Shares except as a result of an adjustment under
Sections 9 or 10 below. Subject to the foregoing and to the limitations set
forth under subsection 8(e) below, each option granted under the provisions of
this Section 8 may be exercised at any time after twelve months from the date
the option is granted or, if later, twelve months after the date of approval of
the Plan by the Stockholders of the Company,(1) as to 50% of the Shares subject
to the option if the Fair Market Value of the common stock is at or above 125%
of the Option Price on each of at least ten consecutive Trading Days, (2) as to
the remaining 50% of the Shares subject to the option if, at any time at or
after the initial 50% of said Shares becomes exercisable, the Fair Market Value
of the common stock is at or above 150% of the Option Price on each of at least
ten consecutive Trading Days, or (3) after the eighth anniversary of the date
the option is granted.

     (c) Payment. The purchase price of each Share purchased upon the exercise
of any option granted hereunder shall be paid in full at the time of such
purchase, and a stock certificate representing Shares so purchased shall be
delivered to the person entitled thereto. Until the stock certificate for such
Shares is issued in the optionee's name, he or she shall have none of the rights
of a stockholder. Payment may be made in whole or in part in (i) cash or (ii)
whole shares of the Company's common stock acquired at least six months
previously by the optionee, for which the optionee has good title, free and
clear of all liens and encumbrances, and evidenced by negotiable certificates,
valued at their Fair Market Value on the date preceding the date the option is
exercised. If certificates representing shares of common stock are used to pay
all or part of the purchase price of an option, separate certificates shall be
delivered by the Company representing the same number of shares as each
certificate so used and an additional certificate shall be delivered
representing the additional shares to which the option holder is entitled as a
result of exercise of the option. It shall be a condition to the performance of
the Company's obligation to issue or transfer Shares upon exercise of an option
or options that the optionee pay, or make provision satisfactory to the Company
for the payment of, any taxes (other than stock transfer taxes) which the
Company is obligated to collect with respect to the issue or transfer upon such
exercise. With respect to the exercise of Non-qualified Stock Options granted
pursuant to this Section 8, optionees may elect to have the Company withhold a
designated number of Shares otherwise issuable upon the exercise of such stock
options, or, in the case of "Insider" optionees, to commit irrevocably at a time
acceptable under the provisions of Section 16 of the Exchange Act to have the
Company withhold whole shares of common stock to cover Federal and State tax
obligations incident to such exercise, or such other maximum amounts as may be
determined by the Committee.

     (d) Nontransferability of Options. No option shall be transferable by the
optionee otherwise than (1) by will or the laws of descent and distribution or
pursuant to beneficiary designation procedures approved by the Committee, (2) as
otherwise permitted under Rule 16b-3 under the Exchange Act from time to time
and allowed by the Committee, or (3) pursuant to a qualified domestic relations
order as defined in Section 414(p) of the Code. Except to the extent permitted
by the foregoing sentence, each option shall be exercisable, during his or her
lifetime, only by the optionee or his or her guardian or legal
representative(s).

     (e) Termination of Options. (i) Disability, Retirement at or after age 55,
Termination without Substantial Cause, or Death. If the optionee's employment
with the Company or any subsidiary terminates by reason of Disability,
retirement at or after age 55, termination by the Company or any subsidiary
without Substantial Cause, death, or for any other reason not set forth under
clauses (ii) and (iii) below, if not sooner terminated pursuant to their terms
and subject to subsections (a) and (b) above, all outstanding options then held
by the optionee shall be exercisable during the three year period following any
such termination of employment by the optionee or his or her guardian or legal
representative(s), except further that in the case of Incentive Stock Options
the period for such exercise following such termination shall be limited to
three months, or, in the case of a termination of employment by reason of
disability, to twelve months; (ii) Termination by Voluntary Resignation or
Retirement before reaching age 55. If the optionee's employment with the Company
or any subsidiary is terminated before reaching age 55 either by voluntary
resignation or by retirement, all outstanding options then held by the optionee
shall be exercisable during the three month period following any such
termination of employment by the optionee or his or her guardian or legal
representative(s); (iii) Termination for Substantial Cause. If the optionee's
employment with the Company or any subsidiary is terminated for Substantial
Cause, all outstanding options then held by the optionee shall thereupon be
forfeited by the optionee and canceled by the Company; and (iv) Termination
within Twelve Months of Grant. Notwithstanding the foregoing, upon the
optionee's employment with the Company or any subsidiary terminating at any time
for any reason, all outstanding options granted within the last twelve months
prior to the optionee's termination shall thereupon be forfeited by the optionee
and canceled by the Company.

      Cessation of any corporation's relationship with the Company as a
subsidiary shall constitute a "termination without Substantial Cause" hereunder
as to individuals employed by that corporation, and options held by such
individuals shall be terminated in accordance with paragraph (i) above. For
purposes of this subsection, the meaning of the word "disability" shall be
determined under the provisions of Section 422(c)(7) of the Code or any
successor provisions thereof.

     (f) Fair Market Value. Fair Market Value shall mean the closing transaction
price of a share of common stock as reported on the principal national stock
exchange on which the common stock is traded on the date as of which such value
is being determined; or, if there shall be no reported transaction for such
date, on the next preceding date for which a transaction was reported; provided,
however, that if Fair Market Value for any date cannot be so determined, Fair
Market Value shall be determined by the Committee by whatever means or method as
the Committee, in the good faith exercise of its sole discretion, shall at such
time deem appropriate.

     (g) "Trading Day". A Trading Day shall be a day on which the Company's
common stock may be traded on a stock exchange or, if the Company's common stock
is not listed on any exchange, in the Over The Counter market.

     (h) "Substantial Cause". Substantial Cause shall mean (1) the willful and
continued failure by optionee to perform substantially the optionee's duties
with the Company or a subsidiary (other than any such failure resulting from the
optionee's incapacity due to physical or mental illness) after a written demand
for substantial performance is delivered to the optionee by the Board, which
demand specifically identifies the manner in which the Board believes that the
optionee has not substantially performed the optionee's duties or (2) the
willful engagement by the optionee in conduct which is demonstrably and
materially injurious to the Company or its subsidiaries, monetarily or
otherwise. For purposes of clauses (1) and (2) of this definition, no act or
failure to act by a optionee shall be deemed "willful" unless done, or omitted
to be done, by the optionee not in good faith and without reasonable belief that
the optionee's act or failure to act was in the best interests of the Company.

       9. Non-employee Directors' Options. The Committee shall not have any
discretion with respect to the options granted to the Non-employee Directors
under the provisions of this Section 9. Except as hereinafter otherwise
provided, options granted pursuant to this Section 9 shall be subject to the
terms and conditions set forth in Section 8.

       (a) Grant of Options. On the day following each of the 2003 through and
including the 2008 Annual Stockholders' Meeting, each person who is a
Non-Employee Director immediately after such meeting shall automatically be
granted an option to purchase 2,500 Shares. All such options shall be
Non-Qualified Stock Options. The price at which each Share covered by such
options shall be purchased shall be the greater of (i) 100 percent of the Fair
Market Value of the Company's common stock on the date the option is granted, or
(ii) the par value of the Company's common stock subject to the option.

      (b) Exercise of Options. (i) Except as hereinafter otherwise provided, an
option granted to the Non-employee Director may be exercised only after six
months of continued service as a Director of the Company following the date the
option is granted, or the date of Stockholder approval under Section 11 below if
later, and only during the continuance of the optionee serving on the Board of
Directors and such additional period as is provided for below. The option may be
exercised by the Non-employee Director or his or her guardian or legal
representative(s) during the period that the Non-employee Director remains a
member of the Board of Directors and for a period of three years thereafter,
subject to subsection 8(a) and the conditions of exercise set forth below in
this subsection 9(b) and, provided further, that in no event shall the option be
exercisable more than ten years after the date of grant. Subject to the
foregoing, each option granted to the Non-employee Directors under the
provisions of this Section 9 may be exercised at any time after six months from
the date the option is granted or, if later, six months after the date of
approval of the Plan by the Stockholders of the Company, (1) as to 50% of the
Shares subject to the option if the Fair Market Value of the common stock is at
or above 125% of the Option Price on each of at least ten consecutive Trading
Days, (2) as to the remaining 50% of the Shares subject to the option if, at any
time at or after the initial 50% of said Shares becomes exercisable, the Fair
Market Value of the common stock is at or above 150% of the Option Price on each
of at least ten consecutive Trading Days, or (3) after the eighth anniversary of
the date the option is granted; and (ii) Notwithstanding the foregoing, upon the
Non-employee Director's service as a Director of the Company terminating at any
time for any reason, all outstanding options granted within the last six months
prior to the Non-employee Director's termination shall thereupon be forfeited by
the Non-employee Director and canceled by the Company.

       (c) Payment. An option granted to the Non-employee Director shall be
exercisable only upon payment to the Company in accordance with the provisions
of Section 8(c) of the full purchase price of the Shares with respect to which
the option is being exercised.

       (d) Adjustment of Options. In the event of a stock dividend, split-up or
combination of shares, recapitalization, reclassification or merger in which the
Company is the surviving corporation, or other similar capital or corporate
structure change, the number of Shares at the time of such change remaining
subject to any option granted or to be granted pursuant to the provisions of
this Section 9 shall be increased or decreased, as the case may be, in direct
proportion to the increase or decrease in the number of shares of common stock
of the Company by reason of such change in corporate structure, provided that
the number of Shares shall always be a whole number with any fractional Shares
being deleted therefrom, and the purchase price per Share of any outstanding
options shall, in the case of an increase in the number of Shares, be
proportionately decreased, and in the case of a decrease in the number of
Shares, be proportionately increased. In the event of a consolidation or merger
in which the Company is not the surviving corporation or of a "Change in
Control" as defined in Section 10, including, but not limited to, "Changes in
Control" in which the Company is the surviving corporation, and notwithstanding
the preceding sentence, each option outstanding under the provisions of this
Section 9 shall thereupon terminate, provided that within ten days of the
effective date of any such consolidation, merger, or "Change in Control", the
Company shall pay in cash the difference between the exercise price of the
unpurchased Shares under the options and the value of consideration receivable
in the transaction by a holder of the number of shares of common stock equal to
the number subject to the options.

      10. Changes in Stock. In the event of a stock dividend, split-up or
combination of shares, recapitalization, reclassification or merger in which the
Company is the surviving corporation, or other similar capital or corporate
structure change, the number and kind of Shares at the time of such change
remaining subject to the Plan and to any option granted or to be granted
pursuant to the Plan, except for options granted or to be granted pursuant to
Section 9, the option price and any other relevant provisions shall be
appropriately adjusted by the Board of Directors of the Company, whose
determination shall be binding on all persons. In the event of a consolidation
or merger in which the Company is not the surviving corporation, (i) each option
outstanding hereunder that is held by an "Insider" optionee and that is not
outstanding under the provisions of Section 9 shall become immediately
exercisable and (ii) each option outstanding hereunder that is held by an
optionee who is not an "Insider" shall terminate, provided that at least twenty
days prior to the effective date of any such consolidation or merger, the Board
of Directors of the Company shall do one of the following with respect to
options held by optionees who are not "Insiders": (1) make such options
immediately exercisable, (2) arrange to have the surviving or consolidated
corporation grant replacement options to the optionees involved, or (3) pay in
cash the difference between the exercise price of the unpurchased Shares under
the options and the value of consideration receivable in the transaction by a
holder of the number of shares of common stock equal to the number subject to
the options. No adjustment provided for in this Section 10 shall require the
Company to issue or sell a fractional share under any option hereunder and any
fractional share resulting from any such adjustment shall be deleted from the
option involved.

       Notwithstanding anything herein to the contrary, and without regard to
subsections 8(e)(iv) and 9(b)(ii) and clauses 1, 2 and 3 of subsections 8(b) and
9(b), in the event of a "Change in Control" as defined below, including certain
consolidation or merger events otherwise giving rise to the adjustments or
alternatives described in the above paragraph, each option outstanding under
this Plan shall thereupon terminate, provided that within ten days of the
effective date of such Change in Control, the Company shall pay in cash the
difference between the exercise price of the unpurchased Shares under the
options and the value of consideration receivable in the transaction by a holder
of the number of shares of common stock equal to the number subject to the
options. As used herein, "Change in Control" means a Change in Control of a
nature that would, in the opinion of the Company counsel, be required to be
reported in response to Item 6(e) of Schedule 14A of Regulation 14A promulgated
under the Exchange Act; provided that, without limitation, such a Change in
Control shall be deemed to have occurred if: (i) any "Person" (as such term is
used in Sections 13(d) and 14(d) of the Exchange Act (other than the Company or
any subsidiary of the Company, any trustee or fiduciary holding securities under
an employee benefit plan of the Company or any of its subsidiaries or a
corporation owned, directly or indirectly, by the stockholders of the Company in
substantially the same proportions as their ownership of the stock of the
Company)) becomes the "beneficial owner" (as defined in Rule 13d-3 of the
Exchange Act), directly or indirectly, of securities of the Company representing
25% or more of the combined voting power of the Company's then outstanding
securities; or (ii) during any period of two consecutive years (not including
any period prior to the effective date of this Plan), individuals who at the
beginning of such period constitute the Board of Directors and any new director
(other than a director designated by a Person who has entered into an agreement
with the Company to effect a transaction described in clause (i), (iii), or (iv)
of this paragraph) whose election by the Board of Directors or nomination for
election by the Company's stockholders was approved by a vote of at least
two-thirds (2/3) of the directors then still in office who either were directors
at the beginning of the period or whose election or nomination for election was
previously so approved cease for any reason to constitute a majority thereof; or
(iii) the stockholders of the Company approve a merger or consolidation of the
Company with any other corporation, other than (A) a merger or consolidation
which would result in the voting securities of the Company outstanding
immediately prior thereto continuing to represent (either by remaining
outstanding or by being converted into voting securities of the surviving
entity), in combination with the ownership of any trustee or other fiduciary
holding securities under an employee benefit plan of the Company, at least 75%
of the combined voting power of the voting securities of the Company or such
surviving entity outstanding immediately after such merger or consolidation, or
(B) a merger or consolidation effected to implement a recapitalization of the
Company (or similar transaction) in which no Person acquires 25% or more of the
combined voting power of the Company's then outstanding securities; or (iv) the
stockholders of the Company approve a plan of complete liquidation of the
Company or an agreement for the sale or disposition by the Company of all or
substantially all the Company's assets.

       With respect to all optionees other than the Non-employee Directors, no
Change in Control shall be deemed to have occurred if the optionee is a member
of a management group which first announces a proposal which constitutes a
Potential Change in Control, unless otherwise determined by a majority of the
members of the Board of Directors who are not members of such management group.
A "Potential Change in Control" shall be deemed to have occurred if the
conditions set forth in any one of the following subsections shall have been
satisfied: (i) the Company enters into an agreement, the consummation of which
would result in the occurrence of a Change in Control; (ii) the Company or any
Person publicly announces an intention to take or to consider taking actions,
which if consummated, would constitute a Change in Control; (iii) any Person who
is or becomes the beneficial owner, directly or indirectly, of securities of the
Company representing 10% or more of the combined voting power of the Company's
then outstanding securities, increases such Person's beneficial ownership of
such securities by 5% or more over the percentage so owned by such Person on the
date hereof; or (iv) the Board of Directors adopts a resolution to the effect
that, for purposes of this Plan, a Potential Change in Control has occurred.

       11. Effective Date; Stockholder Approval; Term. The Plan was adopted by
the Board of Directors and a majority of the shareholders of the Company in
writing on February 25, 2002 and became effective as of the effective date of
the Information Statement sent to all Stockholders in lieu of the Annual Meeting
of Stockholders for 2002. No option hereunder shall be granted after February
24, 2012 or the earlier suspension or termination of the Plan in accordance with
its terms. The Plan shall terminate on February 24, 2012 or on such earlier date
as it may be suspended or terminated under the provisions of Section 12 below or
as of which all Shares subject to options authorized to be granted under the
Plan shall have been acquired by exercise of such options.

       12. Amendment or Discontinuance of the Plan. The Board of Directors of
the Company may, insofar as permitted by law, at any time or from time to time,
suspend or terminate the Plan or revise or amend it in any respect whatsoever
except that, without appropriate approval of the stockholders of the common
stock, no such revision or amendment shall increase the maximum number of Shares
subject to the Plan, change the designation of the class of employees eligible
to receive options, decrease the price at which options may be granted or
otherwise change the provisions of this Plan to the extent approval of the
holders of the common stock of the Company is required under applicable laws,
rules or regulations. Notwithstanding the preceding sentence, amendments to
change the provisions of Section 9(a) shall not be made more frequently than
once every six months other than to comply with the Code or the Employee
Retirement Income Security Act.

       13. Applicable Laws or Regulations and Notification of Disposition. The
Company's obligation to sell and deliver Shares under an option is subject to
such compliance as the Company deems necessary or advisable with federal and
state laws, rules and regulations applying to the authorization, issuance,
listing or sale of securities. The Company may also require in connection with
any exercise of an Incentive Stock Option that the optionee agree to notify the
Company when making any disposition of the Shares, whether by sale, gift, or
otherwise, within two years of the date of grant or within one year of the date
of exercise.

       14. No Employment Right; No Obligation to Exercise Option. Nothing
contained in the Plan, or in any option granted under it, shall confer upon any
optionee any right to continued employment by the Company or any of its
subsidiaries or to continued membership on the Board of Directors of the Company
or limit in any way the right of the Company or any subsidiary to terminate the
optionee's employment at any time. The granting of any option hereunder shall
impose no obligation upon the optionee to exercise such option.