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                                                                    Exhibit 10.8


                        VALUEVISION INTERNATIONAL, INC.
                            2001 OMNIBUS STOCK PLAN

                      NON-QUALIFIED STOCK OPTION AGREEMENT




Full Name of Optionee:
                      ----------------------------------------------------------

No. of Shares Covered:                      Date of Grant:
                      --------------------                ----------------------

Exercise Price Per Share:                   Expiration Date:
                         -----------------                  --------------------

Exercise Schedule:

                                No. of Shares As to
Initial Vesting                 Which Option Becomes                Expiration
     Date                    Exercisable as of Such Date               Date
     ----                    ---------------------------               ----




         This is a NON-QUALIFIED INCENTIVE STOCK OPTION AGREEMENT ("Agreement")
between ValueVision International, Inc., a Minnesota corporation (the
"Company"), and the optionee identified above (the "Optionee") effective as of
the date of grant specified above.

                                    RECITALS

         A. The Company maintains the ValueVision International, Inc. 2001
Omnibus Stock Plan (the "Plan").

         B. The Company has appointed a committee (the "Committee") with the
authority to determine the awards to be granted under the Plan.

         C. The Plan provides for automatic option awards in the form of a Stock
Option (the "Option") to the Company's Outside Directors following each Annual
Meeting of the Company's Shareholders.

       This Option is issued to the Optionee under the terms and conditions set
by the Committee as follows.


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                              TERMS AND CONDITIONS*

1.     GRANT. The Optionee is granted this Option to purchase the number of
       Shares specified at the beginning of this Agreement on the terms and
       conditions set forth herein.

2.     EXERCISE PRICE. The price to the Optionee of each Share subject to this
       Option shall be the Exercise Price specified on the first page of this
       Agreement (which price shall not be less than the Fair Market Value as of
       the date of grant).

3.     NON-QUALIFIED STOCK OPTION. This Option is intended to be a non-qualified
       stock option and not an "incentive stock option" within the meaning of
       Section 422 of the Internal Revenue Code of 1986, as amended (the "Code")
       or any successor provision.

4.     EXERCISE SCHEDULE. Except as provided in Section 8, this Option may be
       exercised in accordance with the Exercise Schedule set forth on the first
       page of this Agreement. The Exercise Schedule is cumulative - that is, if
       this Option has not expired prior thereto, the Optionee may at any time
       purchase all or any portion of the Shares then available under the
       Exercise Schedule to the extent not previously purchased.

       This Option may be exercised in full (notwithstanding the Exercise
       Schedule) under the circumstances described in Section 8 of this
       Agreement if it has not expired prior thereto.

5.     EXPIRATION. The right to exercise this Option with respect to the shares
       covered hereunder shall expire at 4:00 p.m. Central Time on the earliest
       of:

       (a)    The expiration date specified at the beginning of this Agreement
              for the applicable portion of the covered shares;

       (b)    The last day of the period as of or following the termination of
              Optionee's relationship with the Company during which this Option
              can be exercised (as specified in Section 7 hereof); or

       (c)    The date (if any) fixed for cancellation pursuant to Section 8 of
              this Agreement.

       In no event may anyone exercise this Option, in whole or in part, after
       it has expired, notwithstanding any other provision of this Agreement.

6.     PROCEDURE TO EXERCISE OPTION.

--------------------

*      Unless the context indicates otherwise, capitalized terms that are not
       defined in this Agreement shall have the meaning set forth in the Plan as
       it currently exists or as it is amended in the future.


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       Notice of Exercise. Subject to the terms and conditions of this
       Agreement, this Option may be exercised by delivering advance written
       notice of exercise to the Company at its headquarters in the form
       attached to this Agreement or a similar form containing substantially the
       same information and addressed or delivered to the Corporate Secretary.
       The notice shall state the number of Shares to be purchased, and shall be
       signed by the person exercising this Option. If the person exercising
       this Option is not the Optionee, he/she also must submit appropriate
       proof of his/her right to exercise this Option.

       Tender of Payment. Any notice of exercise hereunder shall be accompanied
       by payment (by cash, check, bank draft or money order, payable to the
       Company) of the full purchase price of the Shares being purchased; to the
       extent permitted by law, an Optionee may also simultaneously exercise an
       Option and sell the Shares thereby acquired pursuant to a brokerage or
       similar relationship so long as the cash proceeds from the sale are used
       promptly as payment of the purchase price of those Shares and the Company
       has received adequate assurances thereof.

       Delivery of Certificates. As soon as practicable after the Company
       receives a properly executed notice and the purchase price provided for
       above, it shall deliver to the person exercising the Option, in the name
       of such person, a certificate or certificates representing the Shares
       being purchased. The Company shall pay any original issue or transfer
       taxes with respect to the issue or transfer of the Shares and all fees
       and expenses incurred by it in connection therewith. All Shares so issued
       shall be fully paid and nonassessable. Notwithstanding anything to the
       contrary in this Agreement, the Company shall not be required to issue or
       deliver any Shares prior to the completion of such registration or other
       qualification of such Shares under any State law, rule or regulation as
       the Company shall determine to be necessary or desirable.

7.     TERMINATION OF CONSULTING RELATIONSHIP.

       (a)    Termination. In the event of termination of the Optionee's
              consulting relationship (as an Outside Director or otherwise) with
              the Company, the Optionee may, but only within ninety (90) days
              after the date of such termination (but in no event later than the
              expiration date of the term of this Option), exercise this Option.
              If Optionee does not exercise this Option within the time
              specified herein, the Option shall terminate.

       (b)    Disability of Optionee. Notwithstanding the provisions of Section
              7(a) above, in the event of termination of the Optionee's
              consulting relationship as a result of his total and permanent
              disability (as defined in Section 22(e)(3) of the Code), Optionee
              may, but only within 12 months from the date of such termination
              (but in no event later than the expiration date of the term of
              this Option), exercise the Option. If Optionee does not exercise
              this Option within the time specified herein, the Option shall
              terminate.

       (c)    Death of Optionee. In the event of the death of an Optionee, the
              Option may be exercised, at any time within twelve 12 months
              following the date of death (but in no



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              event later than the expiration date of the term of this Option),
              by the Optionee's estate or by a person who acquired the right to
              exercise the Option by bequest or inheritance. If Optionee does
              not exercise such Option within the time specified herein, the
              Option shall terminate.

8.     FUNDAMENTAL CHANGE OR EVENT.

       Event. This option may, at the discretion of the Optionee, be exercised
       in full (notwithstanding the Exercise Schedule) if an Event shall have
       occurred.

       Fundamental Change. At least 30 days prior to a Fundamental Change, the
       Committee may, but shall not be obligated to declare, and provide written
       notice to the Optionee of the declaration, that this Option shall be
       canceled at the time of, or immediately prior to the occurrence of, the
       Fundamental Change (unless it is exercised prior to the Fundamental
       Change) in exchange for the consideration described in Section 17(b) of
       the Plan. This Option may be exercised in full (notwithstanding the
       Exercise Schedule) at any time at the discretion of the Optionee after
       such declaration and prior to the time of cancellation of this Option.
       This Option, to the extent it has not been exercised prior to the
       Fundamental Change, shall be canceled at the time of, or immediately
       prior to, the Fundamental Change, as provided in the declaration, and
       this Agreement shall terminate at the time of such cancellation, subject
       to the payment obligations of the Company provided in this paragraph.

       In the case of a Fundamental Change that consists of the merger or
       consolidation of the Company with or into any other corporation or
       statutory share exchange, the Committee, in lieu of the foregoing, may
       make appropriate provision for the protection of this Option (fully
       vested and exercisable in full) by the substitution, in lieu of this
       Option, of an option to purchase appropriate voting common stock of the
       corporation surviving any such merger or consolidation or, if
       appropriate, the parent corporation of the Company or such surviving
       corporation.

9.     LIMITATION ON TRANSFER. Except as provided in this Section 9, while the
       Optionee is alive, only the Optionee or the Optionee's guardian or legal
       representative may exercise this Option. Notwithstanding the preceding
       sentence, this Option may be transferred to a Transferee or to a
       Successor (in the event of Optionee's death). Any attempt to assign,
       transfer, pledge, hypothecate or otherwise dispose of this Option
       contrary to the provisions hereof, and the levy of any attachment or
       similar process upon this Option, shall be null and void (except pursuant
       to a qualified domestic relations order, as defined in the Code or under
       Title 1 of ERISA).

10.    NO SHAREHOLDER RIGHTS BEFORE EXERCISE. No person shall have any of the
       rights of a shareholder of the Company with respect to any Share subject
       to this Option until the Share actually is issued to the Optionee upon
       exercise of this Option.



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11.    DISCRETIONARY ADJUSTMENT. The Committee shall make appropriate
       adjustments in the number of Shares subject to this Option and in the
       purchase price per Share to give effect to any adjustments made in the
       number and type of outstanding Shares through a Fundamental Change,
       recapitalization, reclassification, stock combination, stock dividend,
       stock split or other relevant change; provided that, fractional Shares
       shall be rounded to the nearest whole Share.

12.    TAX WITHHOLDING.

       General Rule. If the Company or an Affiliate is required to withhold
       federal, state or local income taxes, or social security or other taxes,
       upon the exercise of this Option, the person exercising this Option
       shall, upon exercise and demand by the Company or Affiliate, promptly pay
       in cash such amount as is necessary to satisfy such requirement prior to
       receipt of such Shares; provided that, in lieu of all or any part of such
       cash payment, the Committee may (but shall not be required to) allow the
       person exercising this Option to cover all or any part of the required
       withholdings, and to cover any additional withholdings up to the amount
       needed to cover the full federal, state and local income tax obligation
       of such person with respect to income arising from the exercise of this
       Option, through a reduction of the number of Shares delivered or through
       a subsequent return to the Company of Shares delivered, in each case
       valued in the same manner as used in computing the withholding taxes
       under applicable laws.

       Committee Approval; Revocation. The Committee may approve an election
       under this section to reduce the number of Shares delivered in advance,
       but the approval is subject to revocation by the Committee at any time.
       Once the person exercising this Option makes such an election, he or she
       may not revoke it.

       Exception. Notwithstanding the foregoing, the Optionee who tenders
       previously owned Shares to the Company in payment of the purchase price
       of Shares in connection with an option exercise may also tender
       previously owned Shares to the Company in satisfaction of any tax
       withholding obligations in connection with such option exercise without
       regard to the specified time periods set forth above for insiders. If the
       Company or an Affiliate is required to withhold federal, state or local
       income taxes, or social security or other taxes, upon the exercise of
       this Option, the person exercising this Option shall, upon exercise and
       demand by the Company or Affiliate, promptly pay in cash such amount as
       is necessary to satisfy such requirement.

13.    INTERPRETATION OF THIS AGREEMENT. All decisions and interpretations made
       by the Committee with regard to any question arising hereunder or under
       the Plan shall be binding and conclusive upon the Company and the
       Optionee. If there is any inconsistency between the provisions of this
       Agreement and the Plan, the provisions of the Plan shall govern.



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14.    DISCONTINUANCE OF RELATIONSHIP. This Agreement shall not give the
       Optionee a right to continued employment as a consultant with the Company
       or any Affiliate, and the Company or Affiliate employing the Optionee may
       terminate his or her employment as a consultant and otherwise deal with
       the Optionee without regard to the effect it may have upon him under this
       Agreement.

15.    OBLIGATION TO RESERVE SUFFICIENT SHARES. The Company shall at all times
       during the term of this Option reserve and keep available a sufficient
       number of Shares to satisfy this Agreement.

16.    BINDING EFFECT. This Agreement shall be binding in all respects on the
       heirs, representatives, successors and assigns of the Optionee.

17.    CHOICE OF LAW. This Agreement is entered into under the laws of the State
       of Minnesota and shall be construed and interpreted thereunder (without
       regard to its conflict of law principles).

       IN WITNESS WHEREOF, the Optionee and the Company have executed this
Agreement effective as of the ____ day of _______________, 200_.

VALUEVISION INTERNATIONAL, INC.               OPTIONEE



By:   _______________________________         __________________________________

Name: _______________________________         Name:_____________________________

Its:  _______________________________







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                            __________________, 20___


VALUEVISION INTERNATIONAL, INC.
6740 Shady Oak Road
Eden Prairie, Minnesota 55344

Attention: Secretary

Ladies and Gentlemen:

         I hereby exercise the following option (the "Option") granted to me
under the ValueVision International, Inc. 2001 Omnibus Stock Plan (the "Plan")
with respect to the number of shares of Common Stock ("Shares") of ValueVision
International, Inc. (the "Company"), indicated below:


      NAME:
                                                        ________________________

      DATE OF GRANT OF OPTION:
                                                        ________________________

      EXERCISE PRICE PER SHARE:
                                                        ________________________

      NUMBER OF SHARES WITH RESPECT TO
      WHICH THE OPTION IS HEREBY EXERCISED:
                                                        ________________________

      TOTAL EXERCISE PRICE:
                                                        ________________________


                  [ ] Enclosed with this letter is cash, a check, bank draft or
                  money order payable to the Company in the amount of the Total
                  Exercise Price.

                  [ ] I hereby agree to pay the Total Exercise Price within five
                  business days of the date hereof and, as stated in the
                  attached Broker's Letter, I have delivered irrevocable
                  instructions to _________________________________________ to
                  promptly deliver to the Company the amount of sale or loan
                  proceeds from the Shares to be issued pursuant to this
                  exercise necessary to satisfy my obligation hereunder to pay
                  the Total Exercise Price.

         I agree that I will pay any required withholding taxes in connection
with this exercise as provided in the Plan.

         Please issue a certificate (the "Certificate") for the number of Shares
with respect to which the Option is being exercised in the name of the person
indicated below and deliver the Certificate to the address indicated below:


      NAME IN WHICH TO ISSUE CERTIFICATE: ______________________________________



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      ADDRESS TO WHICH CERTIFICATE SHOULD
      BE DELIVERED:
                                                  ------------------------

                                                  ------------------------

                                                  ------------------------

                                                  ------------------------

                                                  ------------------------


      PRINCIPAL MAILING ADDRESS FOR
      HOLDER OF THE CERTIFICATE (IF DIFFERENT
      FROM ABOVE):
                                                  ------------------------

                                                  ------------------------

                                                  ------------------------

                                                  ------------------------

                                                  ------------------------


                                             Very truly yours,


                                             -----------------------------------
                                             Signature


                                             -----------------------------------
                                             Name, please print


                                             -----------------------------------
                                             Social Security Number




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                            __________________, 20___


VALUEVISION INTERNATIONAL, INC.
6740 Shady Oak Road
Eden Prairie, Minnesota 55344

Attention: Secretary

Ladies and Gentlemen:


       NAME OF OPTIONEE:                                   _____________________


       DATE OF GRANT OF OPTION:                            _____________________


       EXERCISE PRICE PER SHARE:                           _____________________


       NUMBER OF SHARES WITH RESPECT TO
       WHICH THE OPTION IS TO BE EXERCISED:                _____________________


       TOTAL EXERCISE PRICE:                               _____________________



         The above Optionee has requested that we finance the exercise of the
above Option to purchase shares of common stock, par value $.01 per share, of
ValueVision International, Inc. (the "Company") and has given us irrevocable
instructions to promptly deliver to the Company the amount of sale or loan
proceeds from such shares to be issued pursuant to such exercise to satisfy the
Optionee's obligation to pay the Total Exercise Price.

                                             Very truly yours,


                                             ___________________________________
                                             Broker Name


                                             By
                                               _________________________________