EXHIBIT 13.




     STOCK OPTION AGREEMENT

STOCK OPTION AGREEMENT made this ____ day of March, 1997 by SAF T
LOK INCORPORATED, a Florida corporation (the "Company"), in favor
of JAMES O. PASCO JR. (the "Holder").

     AGREEMENT:

For  good and valuable consideration, the receipt and sufficiency
of  which are hereby acknowledged, the Company has agreed,  among
other things, to grant to Holder the Option (as herein defined).

      1.    Grant.  The Company hereby grants to Holder the right
to  purchase  fifty  thousand (50,000) newly-issued  shares  (the
"Shares")  of  the Company's common stock, $0.01 par  value  (the
"Common  Stock"), exercisable through March 31,  2002  (the  "Op-
tion").

     2.   Exercise Price.  The exercise price per Share for which
all  or any of the Shares may be purchased pursuant to the  terms
of  the Option is two dollars and fifty cents ($2.50) (the  "Exer
cise Price").

      3.    Exercise.  The Option may be exercised by the  Holder
upon delivery of written notice of intent to exercise in the form
attached  hereto as Exhibit "A" to the Company at  the  following
address: 18245 S.E. Federal Highway, Tequesta, Florida 33469,  or
such  other address as the Company shall designate in  a  written
notice  to the Holder, together with this Agreement and  a  check
payable  to the Company for the aggregate Exercise Price  of  the
Shares  so  purchased.  Upon exercise of the Option as aforesaid,
the  Company shall, as promptly as practicable, and in any  event
within  thirty (30) days thereafter, execute and deliver  to  the
Holder  a  certificate or certificates for the  total  number  of
whole  Shares  for which the Option is being exercised.   If  the
Option  shall be exercised with respect to less than all  of  the
Shares,  the Holder shall be entitled to receive a new  Agreement
covering  the  number of Shares in respect of  which  the  Option
shall  not have been exercised, which new Agreement shall in  all
other respects be identical to this Agreement.  The Company  cov-
enants  and agrees that it shall pay when due any and  all  state
and  federal issue taxes which may be payable in respect  of  the
issuance  of the Option or the issuance of any Shares upon  exer-
cise of the Option.

      4.    Covenants  and Conditions.  The above provisions  are
subject to the following:

          (a)  Neither the Option nor the Shares have been regis-
tered  under the Securities Act of 1933, as amended (the  "Securi
ties  Act")  or any state securities laws (the "Blue Sky  Laws").
The Option has been acquired for investment purposes and not with
a view to distribution or resale and may not be pledged, hypothe-
cated,  sold,  made subject to a security interest, or  otherwise
transferred without (i) an effective registration statement under
the Securities Act and applicable Blue Sky Laws, or (ii) an opin-
ion  of  counsel, which opinion and counsel shall  be  reasonably
satisfactory to the Company and its counsel, that registration is
not  required  under the Securities Act or under  any  applicable
Blue  Sky  Laws.  Transfer of the Shares issued upon the exercise
of  the Option shall be restricted in the same manner and to  the
same  extent as the Option and the certificates representing such
Shares shall bear substantially the following legend:

     THE  SHARES OF COMMON STOCK REPRESENTED BY THIS CERTIFI
     CATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES  ACT
     OF  1933,  AS  AMENDED (THE "ACT"), OR  ANY  APPLICABLE
     STATE  SECURITIES LAW AND MAY NOT BE TRANSFERRED  UNTIL
     (I)  A REGISTRATION STATEMENT UNDER THE ACT OR SUCH AP-
     PLICABLE  STATE SECURITIES LAW SHALL HAVE BECOME  EFFEC
     TIVE  WITH  REGARD THERETO, OR (II) IN THE  OPINION  OF
     COUNSEL  ACCEPTABLE TO THE COMPANY, REGISTRATION  UNDER
     THE  ACT OR SUCH APPLICABLE STATE SECURITIES LAW IS NOT
     REQUIRED IN CONNECTION WITH THE PROPOSED TRANSFER.

The Holder agrees to execute such other documents and instruments
as  counsel for the Company reasonably deems necessary to  effect
the  compliance of the issuance of the Option and any Shares  is-
sued  upon  exercise  of the Option with applicable  federal  and
state securities laws.

           (b)   The Company covenants and agrees that all Shares
which  may be issued upon exercise of the Option shall, upon  is-
suance  and  payment therefor, be legally and validly issued  and
outstanding, fully paid and nonassessable, free from  all  taxes,
liens, charges and preemptive rights, if any, with respect there-
to  or  to the issuance thereof.  The Company shall at all  times
reserve and keep available for issuance upon the exercise of  the
Option  such number of authorized but unissued shares  of  Common
Stock as will be sufficient to permit the exercise in full of the
Option.

     5.   Transfer of Option.  The Option may not be transferred,
in  whole or in part.  In the event of the death or final  deter-
mination  of legal incapacity of the Holder during such  time  as
the  Holder shall possess the Option granted hereunder, the  per-
sonal  representative of the Holder may, for a period  of  ninety
(90)  days following the date of death or final determination  of
legal incapacity, exercise the Option to the extent that the Hol-
der was entitled to exercise the Option on such date.  Any person
so  desiring to exercise the Option shall be required, as a condi
tion  to  the  exercise of the Option, to furnish to the  Company
such  documentation as the Company shall deem necessary to  evid-
ence  the authority of such person to exercise the Option on  be-
half of the Holder.

     6.   Adjustment Upon Changes In Capitalization.

          (a)  If all or any portion of the Option shall be exer-
cised  subsequent  to any stock split, stock dividend,  recapital
ization,  combination of shares of the Company, or other  similar
event occurring after the date hereof, then the Holder exercising
the  Option shall receive, for the aggregate price paid upon  the
exercise, the aggregate number and class of shares which the Hol-
der  would have received if the Option had been exercised immedi-
ately  prior  to  such stock split, stock dividend,  recapitaliza
tion, combination of shares, or other similar event.  If any  ad-
justment  under  this  paragraph 6(a) would create  a  fractional
share of Common Stock or a right to acquire a fractional share of
Common Stock, such fractional share shall be disregarded and  the
number  of shares subject to the Option shall be the next  higher
number of shares, rounding all fractions upward.  Whenever  there
shall be an adjustment pursuant to this paragraph 6(a), the  Com-
pany  shall forthwith notify the Holder of such adjustment,  set-
ting  forth  in reasonable detail the event requiring the  adjust
ment and the method by which such adjustment was calculated.

          (b)  If all or any portion of the Option shall be exer-
cised  subsequent  to  any  merger,  consolidation,  exchange  of
shares,  separation, reorganization or liquidation of the Company
or  other similar event occurring after the date hereof, as a re-
sult  of  which shares of Common Stock shall be changed into  the
same or a different number of shares of the same or another class
or  classes of securities of the Company or another entity,  then
the Holder exercising the Option shall receive, for the aggregate
price paid upon such exercise, the aggregate number and class  of
shares  which  the Holder would have received if the  Option  had
been  exercised  immediately prior to such merger, consolidation,
exchange of shares, separation, reorganization or liquidation, or
other similar event.  If any adjustment under this paragraph 6(b)
would create a fractional share of Common Stock or a right to ac-
quire  a fractional share of Common Stock, such fractional  share
shall be disregarded and the number of shares subject to this Op-
tion  shall  be  the next higher number of shares,  rounding  all
fractions upward.  Whenever there shall be an adjustment pursuant
to  this  paragraph 6(b), the Company shall forthwith notify  the
Holder of such adjustment, setting forth in reasonable detail the
event  requiring the adjustment and the method by which such  ad-
justment was calculated.

      7.   Notices.  The Company shall provide the Holder with  a
copy  of any notice that the Company is required to provide those
persons holding shares of the Common Stock on the same date  such
persons receive such notice.

      8.   Loss, Destruction, Etc. of Agreement.  Upon receipt of
evidence  satisfactory to the Company of the loss, theft,  mutila
tion  or  destruction of this Agreement, and in the case  of  any
such  loss, theft or destruction, upon delivery of a bond of  in-
demnity  in such form and amount as shall be reasonably satisfac-
tory  to  the  Company, or in the event of such mutilation,  upon
surrender  and  cancellation of the Agreement, the Company  shall
make  and deliver a new Agreement of like tenor in lieu  of  such
lost,  stolen,  destroyed or mutilated Agreement.  Any  Agreement
executed  and delivered under the provisions of this paragraph  8
in lieu of any Agreement alleged to be lost, destroyed or stolen,
or  in lieu of any mutilated Agreement, shall constitute an orig-
inal contractual obligation on the part of the Company.

     IN WITNESS WHEREOF, the Company and the Holder have executed
this Stock Option Agreement as of the date first above written.


                                 SAF T LOK INCORPORATED


                                 By:
                                     Franklin W. Brooks, Chairman


                                 ______________________________
                                 JAMES O. PASCO JR.
     Exhibit "A" to
     Stock Option Agreement dated March ___, 1997


     NOTICE OF EXERCISE OF OPTION TO PURCHASE
     SHARES OF COMMON STOCK
     OF SAF T LOK INCORPORATED

The undersigned does by this notice request that Saf T Lok Incor-
porated, a Florida corporation (the "Company"), issue to the  un-
dersigned  that number of shares of Common Stock specified  below
(the "Shares") at the price per Share specified below pursuant to
the  exercise of the undersigned's option under the Stock  Option
Agreement  (the  "Agreement") dated March ___, 1997  between  the
undersigned and the Company.

Simultaneously herewith, the undersigned delivers to the  Company
the purchase price for the Shares (i.e., that amount which is ob-
tained  by multiplying the number of Shares for which the  Option
is being exercised by the price specified), by good check.

The  undersigned hereby represents and warrants  that  the  under
signed  is acquiring the Shares for the undersigned's own account
and  not  on  behalf of any other person and without any  present
view  to  making a public offering or distribution  of  same  and
without  any present intention of selling same at any  particular
time  or  at any particular price or upon the occurrence  of  any
particular event or circumstance.

The  undersigned acknowledges and understands that in  connection
with the acquisition of the Shares by the undersigned:

1.   The Company has informed the undersigned that the Shares are
not  registered under the Securities Act of 1933, as amended (the
"Act"),  or applicable state securities or Blue Sky law or  laws,
and  thus the Shares may not be transferred or otherwise disposed
of until the Shares are subsequently registered under the Act and
the  applicable state securities or Blue Sky law or  laws  or  an
exemption from such registration requirements is available.

2.   The undersigned has been informed that a legend referring to
the  restrictions  indicated herein on transferability  and  sale
will be placed upon the certificate(s) evidencing the Shares.

3.    If the undersigned is required to file a Form 144 with  the
Securities  and Exchange Commission in connection with  sales  of
the  Shares  pursuant to Rule 144 under the Act, the  undersigned
shall  mail a copy of such Form to the Company at the  same  time
and  each time the undersigned mails a copy to the Securities and
Exchange Commission.


A.   Date of Stock Option Agreement: March ___, 1997

B.   Number of Shares covered by Agreement: 50,000

C.   Number of Shares of Common Stock actually to be purchased at
     this time (cannot be greater than 50,000):________

D.   Exercise price per Share: $2.50

E.   Aggregate price to be paid for Shares actually purchased  (D
     multiplied by C): $________


Dated:________________________

                                   Very truly yours,


                                   ______________________________
                                   JAMES O. PASCO JR.

                                   Residence:

                                   1226 N. Wayne St. #709
                                   Arlington, VA  22201

ACCEPTED:

SAF T LOK INCORPORATED


By:___________________________
   Title:_____________________

Dated:________________________