Exhibit 4(c)
                                                                   ------------


                                     As amended pursuant to Board of Directors
                                            Resolution No. 28 of July 26, 1999


                              CREO PRODUCTS INC.

                            1996 STOCK OPTION PLAN

          1.   Purpose of the Plan.  The purposes of this Stock Option Plan
are to attract and retain the best available personnel for positions of
substantial responsibility, to provide additional incentive to Employees and
Consultants of the Company and its Subsidiaries and to promote the success of
the Company's business.  Options granted under the Plan may be Incentive
Stock Options (as defined under Section 422 of the Code) or Non statutory
Stock Options, as determined by the Administrator at the time of grant of an
option and subject to the applicable provisions of Section 422 of the Code,
as amended, and the regulations promulgated thereunder.

          2.   Definitions.  As used herein, the following definitions shall
apply:

          (a)  "Administrator" means the Board or any of its Committees
     appointed pursuant to Section 4 of the Plan.

          (b)  "Board" means the Board of Directors of the Company.

          (c)  "Code" means the United States Internal Revenue Code of 1986,
     as amended.

          (d)  "Committee" means a Committee appointed by the Board of
     Directors in accordance with Section 4 of the Plan.

          (e)  "Common Shares" means the common shares in the capital of the
     Company.

          (f)  "Company" means Creo Products Inc., a Canadian corporation.

          (g)  "Consultant" means any person who is engaged by the Company or
     a Subsidiary to render consulting or advisory services and is
     compensated for such services.  The term Consultant shall not include
     directors who are not compensated for their services or are paid only a
     director's fee by the Company.

          (h)  "Continuous Status as an Employee or Consultant" means that
     the employment or consulting relationship with the Company or a
     Subsidiary is not interrupted or terminated.  Continuous Status as an

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     Employee or Consultant shall not be considered interrupted in the case
     of: (i) any leave of absence approved by the Company, including sick
     leave, military leave, or any other personal leave; provided, however,
     that for purposes of Incentive Stock Options, no such leave may exceed
     ninety (90) days, unless reemployment upon the expiration of such leave
     is guaranteed by contract (including certain Company policies) or
     statute; provided, further, that on the ninety-first (91st) day of any
     such leave (where reemployment is not guaranteed by contract or statute)
     the Optionee's Incentive Stock Option shall cease to be treated as an
     Incentive Stock Option and will be treated for tax purposes as a Non
     statutory Stock Option; or (ii) transfers between locations of the
     Company or between the Company, its Subsidiaries or its successor.

          (i)  "Employee" means any person, including Officers and directors,
     employed by the Company or a Subsidiary of the Company.  The payment of
     a director's fee by the Company shall not be sufficient to constitute
     "employment" by the Company.

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

          (k)  "Fair Market Value" means, as of any date, the value of Common
     Shares determined as follows:

               (i)    If the Common Shares are listed on any established stock
          exchange or a national market system, including without limitation
          the National Market System of the National Association of
          Securities Dealers, Inc. Automated Quotation ("NASDAQ") System, the
          Fair Market Value shall be the closing sales price for such stock
          (or the closing bid, if no sales were reported, as quoted on such
          exchange or system for the last market trading day prior to the
          time of determination) as reported in The Wall Street Journal or
          such other source as the Administrator deems reliable;

               (ii)   If the Common Shares are quoted on the NASDAQ System (but
          not on the National Market System thereof) or regularly quoted by a
          recognized securities dealer but selling prices are not reported,
          the Fair Market Value shall be the mean between the high bid and
          low asked prices for the Common Shares or;

               (iii)  In the absence of an established market for the
          Common Shares, the Fair Market Value thereof shall be determined in
          good faith by the Administrator.

          (l)  "Incentive Stock Option" means an Option intended to qualify
     as an incentive stock option within the meaning of Section 422 of the
     Code.

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          (m)  "IPO" means an initial public offering in any jurisdiction of
     securities of the Company.

          (n)  "Nonstatutory Stock Option" means an Option not intended to
     qualify as an Incentive Stock Option.

          (o)  "Officer" means a person who is an officer of the Company
     within the meaning of Section 16 of the Exchange Act and the rules and
     regulations promulgated thereunder.

          (p)  "Option" means a stock option granted pursuant to the Plan.

          (q)  "Optioned Shares" means the Common Shares subject to an
     Option.

          (r)  "Optionee" means an Employee or Consultant who receives an
     Option.

          (s)  "Parent" means a "parent corporation", whether now or
     hereafter existing, as defined in Section 424(e) of the Code.

          (t)  "Plan" means this 1996 Stock Option Plan.

          (u)  "Share" means a Common Share, as adjusted in accordance with
     Section 12 below.

          (v)  "Subsidiary" means a "subsidiary corporation", whether now or
     hereafter existing, as defined in Section 424(f) of the Code.

          3.   Stock Subject to the Plan.  Subject to the provisions of
Section 12 of the Plan, the maximum aggregate number of Shares which may be
optioned and sold under the Plan is 8,000,000 Common Shares.  The shares may
be authorized, but unissued, or reacquired Common Shares.

          If an Option should expire or become unexercisable for any reason
without having been exercised in full, the unpurchased Shares which were
subject thereto shall, unless the Plan shall have been terminated, become
available for future grant under the Plan; provided, however, that Shares
that have actually been issued under the Plan shall not be returned to the
Plan and shall not become available for future distribution under the Plan,
except that if unvested Shares are repurchased by the Company at their
original purchase price, and the original purchaser of such Shares did not
receive any benefits of ownership of such Shares, such Shares shall become
available for future grant under the Plan.  For purposes of the preceding
sentence, voting rights shall not be considered a benefit of Share ownership.



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          4.   Administration of the Plan.

          (a)  Plan Procedure.

               (i)    Administration with Respect to Directors and Officers.
          With respect to grants of Options to Employees who are also
          Officers or directors of the Company, the Plan shall be
          administered by (A) the Board if the Board may administer the Plan
          in compliance with Rule 16b-3 promulgated under the Exchange Act or
          any successor thereto ("Rule 16b-3") with respect to a plan
          intended to qualify thereunder as a discretionary plan, or (B) a
          Committee designated by the Board to administer the Plan, which
          Committee shall be constituted in such a manner as to permit the
          Plan to comply with Rule 16b-3 with respect to a plan intended to
          qualify thereunder as a discretionary plan. Once appointed, such
          Committee shall continue to serve in its designated capacity until
          otherwise directed by the Board.  From time to time the Board may
          increase the size of the Committee and appoint additional members
          thereof, remove members (with or without cause) and appoint new
          members in substitution therefor, fill vacancies, however caused,
          and remove all members of the Committee and thereafter directly
          administer the Plan, all to the extent permitted by Rule 16b-3 with
          respect to a plan intended to qualify thereunder as a discretionary
          plan.

               (ii)   Multiple Administrative Bodies.  If permitted by Rule
          16b-3, the Plan may be administered by different bodies with
          respect to directors, non-director Officers and Employees who are
          neither directors nor Officers.

               (iii)  Administration With Respect to Consultants and Other
          Employees.  With respect to grants of Options to Employees or
          Consultants who are neither directors nor Officers of the Company,
          the Plan shall be administered by (A) the Board or (B) a committee
          designated by the Board, which committee shall be constituted in
          such a manner as to satisfy all applicable legal requirements
          relating to the administration of incentive stock option plans,
          including, without limitation, those of the Code, and of any
          applicable stock exchange (the "Applicable Laws").  Once appointed,
          such Committee shall continue to serve in its designated capacity
          until otherwise directed by the Board.  From time to time the Board
          may increase the size of the Committee and appoint additional
          members thereof, remove members (with or without cause) and appoint
          new members in substitution therefor, fill vacancies, however
          caused, and remove all members of the Committee and thereafter
          directly administer the Plan, all to the extent permitted by the
          Applicable Laws.

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          (b)  Powers of the Administrator.  Subject to the provisions of the
Plan and, in the case of a Committee, the specific duties delegated by the
Board to such Committee, and subject to the approval of any relevant
authorities, the Administrator shall have the authority, in its discretion:

               (i)    to determine the Fair Market Value of the Common Shares,
          in accordance with Section 2(k) of the Plan;

               (ii)   to select the Consultants and Employees to whom Options
          may from time to time be granted hereunder;

               (iii)  to determine whether and to what extent Options are
          granted hereunder;

               (iv)   to determine the number of Common Shares to be covered by
          each such award granted hereunder;

               (v)    to determine forms of agreement for use under the Plan;

               (vi)   to determine the terms and conditions, not inconsistent
          with the terms of the Plan, of any award granted hereunder.  Such
          terms and conditions include, but are not limited to, the exercise
          price, the time or times when Options may be exercised (which may
          be based on performance criteria), any vesting acceleration or
          waiver of forfeiture restrictions, and any restriction or
          limitation regarding any Option or the Common Shares relating
          thereto, based in each case on such factors as the Administrator,
          in its sole discretion, shall determine;

               (vii)  to determine whether and under what circumstances an
          Option may be settled in cash under subsection 9(f) instead of
          Common Shares;

               (viii) with the prior approval of The Toronto Stock
          Exchange, to reduce the exercise price of any Option to the then
          current Fair Market Value if the Fair Market Value of the Common
          Shares covered by such Option has declined since the date the
          Option was granted;

               (ix)   to construe and interpret the terms of the Plan and
          awards granted pursuant to the Plan;

               (x)    to prescribe, amend and rescind rules and regulations
          relating to the Plan, including rules and regulations relating to
          sub-plans established for the purpose of qualifying for preferred
          tax treatment under foreign tax laws;


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               (xi)   to modify or amend each Option (subject to Section 13(b)
          of the Plan), including the discretionary authority to extend the
          post-termination exercisability period of options longer than is
          otherwise provided for in the Plan but in no event shall the
          exercised period of any Option be greater than 10 years from the
          date of grant thereof;

               (xii)  to authorize any person to execute on behalf of the
          Company any instrument required to effect the grant of an Option
          previously granted by the Administrator;

               (xiii) to determine, and make rules and restrictions
          regarding, the transferability of Options; and

               (xiv)  to make all other determinations deemed necessary or
          advisable for administering the Plan.

          (c)  Effect of Administrator's Decision.  All decisions,
determinations and interpretations of the Administrator shall be final and
binding on all Optionees and any other holders of any Options.

          5.   Eligibility.

          (a)  Nonstatutory Stock Options may be granted to Employees and
Consultants.  Incentive Stock Options may be granted only to Employees.   An
Employee or Consultant who has been granted an Option may, if otherwise
eligible, be granted additional Options.

          (b)  Each Option shall be designated in the written option
agreement as either an Incentive Stock Option or a Nonstatutory Stock Option.
However, notwithstanding such designations, to the extent that the aggregate
Fair Market Value of the Shares underlying Incentive Stock Options are
exercisable for the first time by any Optionee during any calendar year
(under all plans of the Company and any Parent or Subsidiary) in excess of
$100,000, such excess shall be treated as Nonstatutory Stock Options.

          (c)  For purposes of Section 5(b), Incentive Stock Options shall be
taken into account in the order in which they were granted, and the Fair
market Value of the Shares shall be determined as of the time the Option with
respect to such Shares is granted.

          (d)  The Plan shall not confer upon any Optionee any right with
respect to continuation of employment or consulting relationship with the
Company, nor shall it interfere in any way with his or her right or the
Company's right to terminate his or her employment or consulting relationship
at any time, with or without cause.


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<PAGE>

          6.   Term of Plan.  The Plan shall become effective upon the
earlier to occur of its adoption by the Board of Directors or its approval by
the shareholders of the Company, as described in Section 17 of the Plan.  It
shall continue in effect for a term of ten (10) years unless sooner
terminated under Section 11 of the Plan.

          7.   Term of Option.  The term of each Option shall be the term
stated in the Option Agreement; provided, however, that the term shall be no
more than ten (10) years from the date of grant thereof.  However, in the
case of an Incentive Stock Option granted to an Optionee who, at the time the
Option is granted, owns stock representing more than ten percent (10%) of the
voting power of all classes of stock of the Company or any Parent or
Subsidiary, the term of the Option shall be five years from the date of grant
thereof or such shorter term as may be provided in the Option Agreement.

          8.   Option Exercise Price and Consideration.

          (a)  The per share exercise price for the Shares to be issued
pursuant to exercise of an Option shall be such price as it is determined by
the Administrator, but shall be subject to the following:

               (i)    In the case of an Incentive Stock Option

                      A.    granted to an Employee who, at the time of the
                            grant of such Incentive Stock Option, owns stock
                            representing more than ten percent (10%) of the
                            voting power of all classes of stock of the
                            Company or any Parent or Subsidiary, the per
                            Share exercise price shall be no less than 110%
                            of the Fair Market Value per Share on the date
                            of grant.

                      B.    granted to any Employee other than an Employee
                            described in the preceding paragraph, the per
                            Share exercise price shall be no less than 100%
                            of the Fair Market Value per Share on the date
                            of grant.

               (ii)   In the case of a Nonstatutory Stock Option, the per Share
          exercise price shall be determined by the Administrator.

          (b)  The consideration to be paid for the Shares to be issued upon
exercise of an Option, including the method of payment, shall be determined
by the Administrator.

          9.   Exercise of Option.  (a)  Procedure for Exercise; Rights as a
Shareholder.  Any Option granted hereunder shall be exercisable at such times
and under such conditions as determined by the Administrator, including


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performance criteria with respect to the Company and/or the Optionee, and as
shall be permissible under the terms of the Plan.

          An Option may not be exercised for a fraction of a Share.

          An Option shall be deemed to be exercised when written notice of
such exercise has been given to the Company in accordance with the terms of
the Option by the person entitled to exercise the Option and full payment for
the Shares with respect to which the Option is exercised has been received by
the Company.  Full payment may, as authorized by the Administrator, consist
of any consideration and method of payment allowable under Section 8(b) of
the Plan.  Until the issuance (as evidenced by the appropriate entry on the
books of the Company or of a duly authorized transfer agent of the Company)
of the stock certificate evidencing such Shares, no right to vote or receive
dividends or any other rights as a shareholder shall exist with respect to
the Optioned Shares, notwithstanding the exercise of the Option.  The Company
shall issue (or cause to be issued) such stock certificate promptly upon
exercise of the Option.  No adjustment will be made for a dividend or other
right for which the record date is prior to the date the stock certificate is
issued, except as provided in Section 11 of the Plan.

          Exercise of an Option in any manner shall result in a decrease in
the number of Shares which thereafter may be available, both for purposes of
the Plan and for sale under the Option, by the number of Shares as to which
the Option is exercised.

          (b)  Termination of Employment or Consulting Relationship.  If an
Optionee's Continuous Status as an Employee or Consultant terminates (but not
in the event of a change of status from Employee to Consultant (in which case
an Employee's Incentive Stock Option shall automatically convert to a
Nonstatutory Stock Option on the date three months and one day from the date
of such change of status) or from Consultant to Employee), other than upon
the Optionee's death or disability; the Optionee may exercise his or her
Option, but only to the extent that the Optionee was entitled to exercise it
at the date of termination and in no event later than the expiration of the
term of such Option.  If, at the date of termination, the Optionee is not
entitled to exercise his or her entire Option, the Shares covered by the
unexercisable portion of the Option shall revert to the Plan.  If, after
termination, the Optionee does not exercise his or her Option within the time
specified by the Administrator, the Option shall terminate, and the Shares
covered by such Option shall revert to the Plan.

          (c)  Disability of Optionee.  In the event of termination of an
Optionee's consulting relationship or Continuous Status as an Employee as a
result of his or her disability, Optionee may, but only within six months
from the date of such termination if such termination occurs after completion
by the Company of an IPO (and in no event later than the expiration date of

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the term of such Option as set forth in the Option Agreement), exercise the
Option to the extent otherwise entitled to exercise it at the date of such
termination; provided, however, that if the Company completes an IPO after
such termination such Option shall terminate on the date which is the later
of the date of the IPO and the 180th day after the date of termination of
Optionee's consulting relationship or Continuous Status as an Employee as a
result of his or her disability.  If such disability is not a "disability" as
such term is defined in Section 22(e)(3) of the Code, in the case of an
Incentive Stock Option such Incentive Stock Option shall automatically
convert to a Nonstatutory Stock Option on the day three months and one day
following such termination.  To the extent that Optionee is not entitled to
exercise the Option at the date of termination, or if Optionee does not
exercise such Option to the extent so entitled within the time specified
herein, the Option shall terminate, and the Shares covered by such Option
shall revert to the Plan.

          (d)  Death of Optionee.  In the event of the death of an Optionee,
the Option may be exercised at any time, but only within twelve (12) months
following the date of death where such date is after completion by the
Company of an IPO (but in no event later than the expiration of the term of
such Option as set forth in the Notice of Grant), by the Optionee's estate or
by a person who acquired the right to exercise the Option by bequest or
inheritance, but only to the extent that the Optionee was entitled to
exercise the Option at the date of death; provided, however, that if the
Company completes an IPO after such death such Option shall terminate on the
date which is the later of the date of the IPO and the first anniversary of
the date of death.  If, at the time of death, the Optionee was not entitled
to exercise his or her entire Option, the Shares covered by the unexercisable
portion of the Option shall immediately revert to the Plan.  If, after death,
the Optionee's estate or a person who acquired the right to exercise the
Option by bequest or inheritance does not exercise the Option within the time
specified herein, the Option shall terminate, and the Shares covered by such
Option shall revert to the Plan.

          (e)  Rule 16b-3.  Options granted to person subject to Section
16(b) of the Exchange Act must comply with Rule 16b-3 and shall contain such
additional conditions or restrictions as may be required thereunder to
qualify for the maximum exemption from Section 16 of the Exchange Act with
respect to Plan transactions.

          (f)  Buyout Provisions.  The Administrator may at any time offer to
buy out for a payment in cash or Shares, an Option previously granted, based
on such terms and conditions as the Administrator shall establish and
communicate to the Optionee at the time that such offer is made.

          10.  Non-Transferability of Options.  Subject to any rules to the
contrary established by the Administrator, Options may not be sold, pledged,

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assigned, hypothecated, transferred, or disposed of in any manner other than
by will or by the laws of descent or distribution and may be exercised,
during the lifetime of the Optionee, only by the Optionee.

          11.  Adjustments Upon Changes in Capitalization or Merger.

          (a)  Changes in Capitalization.  Subject to any required action by
the shareholders of the Company, the number of Common Shares covered by each
outstanding Option, and the number of Common Shares which have been
authorized for issuance under the Plan but as to which no Options have yet
been granted or which have been returned to the Plan upon cancellation or
expiration of an Option, as well as the price per Common Share covered by
each such outstanding Option, shall be proportionately adjusted for any
increase or decrease in the number of issued Common Shares resulting from a
share subdivision or consolidation, stock dividend, combination or
reclassification of the Common Shares, or any other increase or decrease in
the number of issued Common Shares effected without receipt of consideration
by the Company; provided, however, that conversion of any convertible
securities of the Company shall not be deemed to have been "effected without
receipt of consideration."  Such adjustment shall be made by the
Administrator, whose determination in that respect shall be final, binding
and conclusive.  Except as expressly provided herein, no issuance by the
Company of shares of any class, or securities convertible into shares of any
class, shall affect, and no adjustment by reason thereof shall be made with
respect to, the number or price of Common Shares subject to an Option.

          (b)  Dissolution or Liquidation.  In the event of the proposed
dissolution or liquidation of the Company, to the extent that an Option has
not been previously exercised, it will terminate immediately prior to the
consummation of such proposed action.  The Administrator may, in the exercise
of its sole discretion in such instances, declare that any Option shall
terminate as of a date fixed by the Administrator and give each Optionee the
right to exercise his or her Option as to all or any part of the Optioned
Shares, including shares as to which the Option would not otherwise be
exercisable.

          (c)  Merger.  In the event of a merger of the Company with or into
another corporation, the Option shall be assumed or an equivalent option
shall be substituted by such successor corporation or a parent or subsidiary
of such successor corporation.  If, in such event, the Option is not assumed
or substituted, the Option shall terminate as of the date of the closing of
the merger.  For the purposes of this paragraph, the Option shall be
considered assumed if, following the merger, the option confers the right to
purchase, for each Optioned Share subject to the Option immediately prior to
the merger, the consideration (whether stock, cash, or other securities or
property) received in the merger by holders of Common Shares for each Common
Share held on the effective date of the transaction (and if holders were

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offered a choice of consideration, the type of consideration chosen by the
holders of a majority of the outstanding Common Shares); provided, however,
that if such consideration received in the merger was not solely common stock
of the successor corporation or its Parent, the Administrator may, with the
consent of the successor corporation, provide for the consideration to be
received upon the exercise of the Option for each Optioned Share subject to
the Option to be solely common stock of the successor corporation or its
Parent equal in fair market value to the per share consideration received by
holders of Common Shares in the merger.

          12.  Time of Granting Options.  The date of grant of an Option
shall, for all purposes, be the date on which the Administrator makes the
determination granting such Option, or such other date as is determined by
the Board.  Notice of the determination shall be given to each Employee or
Consultant to whom an Option is so granted within a reasonable time after the
date of such grant.

          13.  Amendment and Termination of the Plan.

          (a)  Amendment and Termination.  The Board may at any time amend,
alter, suspend or discontinue, or terminate the Plan.  To the extent
necessary and desirable to comply with Rule 16b-3 under the Exchange Act or
with Section 422 of the Code (or any other applicable law or regulation,
including the requirements of any exchange or quotation system on which the
Common Shares are listed or quoted), the Company shall obtain shareholder
approval of any Plan amendment in such a manner and to such a degree as
required by the applicable law, rule or regulation.

          (b)  Effect of Amendment or Termination.  Any such amendment or
termination of the Plan shall not affect Options already granted, and such
Options shall remain in full force and effect as if this Plan had not been
amended or terminated, unless mutually agreed otherwise between the Optionee
and the Administrator, which agreement must be in writing and signed by the
Optionee and the Company.

          14.  Conditions Upon Issuance of Shares.  Shares shall not be
issued pursuant to the exercise of an Option unless the exercise of such
Option and the issuance and delivery of such Shares pursuant thereto shall
comply with all applicable laws, including, without limitation, the rules and
regulations promulgated thereunder, and the requirements of any stock
exchange upon which the Shares may then be listed, and shall be further
subject to the approval of counsel for the Company with respect to such
compliance.

          As a condition to the exercise of an Option, the Company may
require the person exercising such Option to represent and warrant at the
time of any such exercise that the Shares are being purchased only for

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investment and without any present intention to sell or distribute such
Shares if, in the opinion of counsel for the Company, such a representation
is required by any applicable laws, rules or regulations.

          15.  Reservation of Shares.  The Company, during the term of this
Plan, will at all times reserve and keep available such number of Shares as
shall be sufficient to satisfy the requirements of the Plan.

          If the Optioned Shares covered by an Option exceeds, as of the date
of grant, the number of Shares which may be issued under the Plan without
additional shareholder approval, such Option shall be void with respect to
such excess Optioned Shares, unless shareholder approval of an amendment
sufficiently increasing the number of Shares subject to the Plan is timely
obtained in accordance with Section 13(a) of the Plan.

          The inability of the Company to obtain authority from any
regulatory body having jurisdiction, which authority is deemed by the
Company's counsel to be necessary to the lawful issuance and sale of any
Shares hereunder, shall relieve the Company of any liability in respect of
the failure to issue or sell such Shares as to which such requisite authority
shall not have been obtained.

          16.  Agreements.  Options shall be evidenced by written agreements
in such form as the Administrator shall approve from time to time.

          17.  Shareholder Approval.  Continuance of the plan shall be
subject to approval by the shareholders of the Company within twelve months
before or after the date the Plan is adopted.  Such shareholder approval
shall be obtained in the degree and manner required under applicable law and
the rules of any stock exchange upon which the Common Shares are listed.


















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