Exhibit 4.1(d)

                             STOCK OPTION AGREEMENT

     STOCK OPTION  AGREEMENT  (the  "Agreement"),  dated as of October 8, 2003 ,
between  BrandPartners  Group,  Inc., a Delaware  corporation  (the  "Company"),
having an address at 60 East 42nd Street,  Suite 1241,  New York, New York 10165
and James F. Brooks ("Grantee").

     In  consideration  of the Grantee's  continued  employment with the Company
pursuant to an  Employment  Agreement,  between the Grantee and the Company (the
"Employment Agreement"), the Company hereby grants to the Grantee a nonqualified
stock option (the "Option") to purchase from time to time all or a portion of an
aggregate of 1,000,000 shares of the Company's common stock,  $.01 par value per
share (the "Shares"), subject to and upon the terms set forth herein.

     To evidence the Option and to set forth its terms, the Company and the
Grantee agree as follows:

     1. Confirmation of Grant. The Company hereby evidences and confirms its
grant of the Option to the Grantee as of the date of this Agreement.

     2. Number of Shares. The Option shall be exercisable for an aggregate
of 1,000,000 Shares.

     3. Exercise Price.  The exercise price shall be $0.20 per share for 500,000
shares and $0.30 per share for 500,000 shares.

     4. Term and Vesting of Option. Subject to the terms of this Agreement,  the
Option  shall  expire  five  years  from the date of this  Agreement  and may be
exercised at any time from the date hereof until the expiration  date for all or
any  portion of the Shares (in whole  shares);  provided,  however,  that if the
Option is partially  exercised,  it shall be done so in  denominations of 25,000
Shares or more.

     5. Exercise of Option. The Option may be exercised by written notice to the
Chief Executive Officer of the Company at the Company's  principal office.  Such
notice  shall state the election to exercise the Option and the number of shares
in respect of which it shall be exercised,  and shall be signed by the person or
persons  exercising the Option.  In the event that the Option shall be exercised
pursuant to Paragraph 6 hereof by any person other than the Grantee, such notice
shall be  accompanied  by  appropriate  proof of the  right  of such  person  to
exercise  the  Option,  as may be  reasonably  required  by the  Company and its
counsel.  The notice of  exercise  shall be  accompanied  by payment of the full
purchase price of the Shares being  purchased in cash or cash  equivalents.  The
certificate  or  certificates  for the shares as to which the Option  shall have
been so  exercised  shall be  issued  in the name of the  Grantee  and  shall be
delivered,  as provided  above,  to or upon the  written  order of the person or
persons  exercising  the  Option as soon as  practicable  (except  as  otherwise
provided  below in this  Paragraph  5) after the due and proper  exercise of the
Option.  The Option  will be deemed  exercised  on the date the  above-described
notice and payment are hand delivered or, if mailed,  postmarked.  The holder of
the Option shall not have any rights of a stockholder with respect to the shares
covered by the Option unless and until the certificate or certificates  for such
shares shall have been issued and delivered.  It is expressly  understood  that,
notwithstanding  anything  contained in this Agreement to the contrary,  (i) the
time for the delivery of the  certificate or certificates of Common Stock may be
postponed by the Company for such period as may be required by the Company (such
period not to exceed 90 days) to comply  with any  listing  requirements  of any
national  securities  exchange or to comply with any applicable State or Federal
law, and (ii) unless and until the Shares  underlying  the Option are subject to
an effective registration  statement,  the Shares delivered upon exercise of the
Option will be subject to certain restrictions on transfer.

     6. Termination of Employment.  In the event that the Grantee terminates the
Employment  Agreement  other than for reason of disability or death prior to its
expiration  date,  all rights to purchase  shares  pursuant to the Option  shall
cease and terminate on the date three (3) months after the date of  termination.
If such  termination  results from  disability or death,  then the Grantee,  his
guardian, legal representative, executor, administrator, heir or ____ shall have
the right to  exercise  the  Option in full for a period of twelve  (12)  months
after the date of such  termination or until the expiration  date of the Option,
if sooner.


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     7. Nontransferability. The Option may be exercised only by the Grantee, and
may not be assigned, pledged, or otherwise transferred except as provided below.
During the Grantee's  lifetime,  the Grantee's  Option may be transferred to (i)
his or her spouse, children or grandchildren  ("Immediate Family Members"), (ii)
a trust or trusts for the exclusive  benefit such Immediate  Family Members,  or
(iii) a  partnership  in  which  such  Immediate  Family  Members  are the  only
partners,  provided that (x) there may be no consideration for any such transfer
and (y)  subsequent  transfers of the  transferred  Option  shall be  prohibited
except those by will or the laws of descent and distribution. Following any such
transfer,  the  Option  shall  continue  to be  subject  to the same  terms  and
conditions as were applicable  immediately  prior to transfer.  In the event the
Grantee is incapacitated,  the Option may be exercised by the Grantee's guardian
or legal representative.  In the event of the Grantee's death, the Option may be
exercised  by the  executor or  administrator  of the  Grantee's  estate or by a
person who acquired the right to exercise them by bequest or  inheritance  or by
reason of the Grantee's death.

     8. Adjustments. In the event of any merger, reorganization,  consolidation,
sale of substantially  all assets,  recapitalization,  reclassification,  Common
Stock  dividend (in excess of 5% thereon),  Common Stock split or reverse split,
spin-off,  split-up,  split-off,  distribution  of  assets  or other  change  in
corporate  structure  affecting  the  Common  Stock  after the date  hereof,  an
appropriate  substitution  or  adjustment  shall be made in the number of shares
subject to the Option and to the exercise price;  provided,  however,  that such
adjustment  shall not increase the aggregate value of the Option,  no fractional
shares shall be issued,  and the aggregate exercise price shall be appropriately
reduced on account of any fractional shares. Without limiting the foregoing,  in
case of any  consolidation  or  merger  of the  Company  with  or  into  another
corporation  (other than a merger with a subsidiary  in which the Company is the
continuing  corporation  and  which  does not  result  in any  reclassification,
capital  reorganization or other change of the outstanding  Shares issuable upon
exercise of the Option) or in case of the sale, transfer or other disposition of
all or substantially all of the assets of the Company, then the Grantee shall be
entitled to receive upon exercise of the Option such number of shares of capital
stock or other  securities or property upon, or as a result of, such transaction
that the  Grantee  would  have been  entitled  to receive  had the  Option  been
exercised immediately prior to such transaction.

     8. No Limitation  on Rights of the Company.  The grant of this Option shall
not in any way  affect the right or power of the  Company  to make  adjustments,
reclassifications,  or changes in its capital or business structure or to merge,
consolidate,  dissolve,  liquidate,  sell,  or  transfer  all or any part of its
business or assets.

     9.  Rights  as a  Stockholder.  The  Grantee  shall  have the  rights  of a
stockholder  with respect to the Shares covered by the Option only upon becoming
the holder of record of those Shares.

     10. No  Obligation  to Exercise  Option.  The  granting of the Option shall
impose no obligation upon the Grantee to exercise the Option.

     11.  Governing  Law.  Except to the extent  preempted by Federal law,  this
Agreement  shall be construed and enforced in accordance  with, and governed by,
the  laws of the  State  of New  York  without  regard  to any  rules  regarding
conflicts of law.


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

                                             BRANDPARTNERS GROUP, INC.

                                             By:
                                                 ---------------------------
                                                 Name:
                                                 Partner:

                                                 ---------------------------
                                                 James F. Brooks