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                                                                    EXHIBIT 4.2
                             FORM OF TEKGRAF, INC.
                             STOCK OPTION AGREEMENT

         THIS STOCK OPTION AGREEMENT (this "Agreement"), entered into as of
this________ day of _______________ , 1999, by and between Tekgraf, Inc., a
Georgia corporation (the "Company"), and ___________________ (the "Optionee").

         WHEREAS, effective as of August 7, 1996, the Board of Directors of the
Company adopted a stock option plan known as the "Tekgraf, Inc. 1997 Stock
Option Plan" (the "Plan"); and

         WHEREAS, the Committee previously granted the Optionee a stock option
to purchase the number of shares of the Company's common stock as set forth
below, and in consideration of the granting of that stock option the Optionee
intends to remain in the employ of the Company; and

         WHEREAS, the Company and the Optionee desire to enter into a written
agreement with respect to such option in accordance with the Plan.

         NOW, THEREFORE, as an employment incentive and to encourage stock
ownership, and also in consideration of the mutual covenants contained herein,
the parties hereto agree as follows.

         1.       Incorporation of Plan. This option is granted pursuant to the
                  provisions of the Plan and the terms and definitions of the
                  Plan are incorporated herein by reference and made a part
                  hereof. A copy of the Plan has been delivered to, and receipt
                  is hereby acknowledged by, the Optionee.

         2.       Grant of Option. Subject to the terms, restrictions,
                  limitations and conditions stated herein, the Company hereby
                  evidences its grant to the Optionee, not in lieu of salary or
                  other compensation, of the right and option (the "Option") to
                  purchase all or any part of the number of shares of the
                  Company's Class A Common Stock, $.001 par value (the
                  "Stock"), set forth on Schedule A attached hereto and
                  incorporated herein by reference. The Option shall be
                  exercisable in the amounts and at the time specified on
                  Schedule A. The Option shall expire and shall not be
                  exercisable on the date specified on Schedule A or on such
                  earlier date as determined pursuant to Section 8, 9, or 10
                  hereof. Schedule A states whether the Option is intended to
                  be an Incentive Stock Option.

         3.       Purchase Price. The price per share to be paid by the
                  Optionee for the shares subject to this Option (the "Exercise
                  Price") shall be as specified on Schedule A, which price
                  shall be an amount not less than the Fair Market Value of a
                  share of Stock as of the Date of Grant (as defined in Section
                  11 below) if the Option is an Incentive Stock Option.

         4.       Exercise Terms. The Optionee must exercise the Option for at
                  least the lesser of 100 shares or the number of shares of
                  Purchasable Stock as to which the Option remains unexercised.
                  In the event this Option is not exercised with respect to all
                  or any part of the shares subject to this Option prior to its
                  expiration, the shares with respect to which this Option was
                  not exercised shall no longer be subject to this Option.

         5.       Option Non-Transferable. No Option shall be transferable by
                  an Optionee other than by will or the laws of descent and
                  distribution or, in the case of non-Incentive Stock Options,
                  pursuant to a Qualified Domestic Relations Order, and no
                  Option shall be transferable by


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                  an Optionee who is a Section 16 Insider prior to shareholder
                  approval of the Plan. During the lifetime of an Optionee,
                  Options shall be exercisable only by such Optionee (or by
                  such Optionee's guardian or legal representative, should one
                  be appointed).

         6.       Notice of Exercise of Option. This Option may be exercised by
                  the Optionee, or by the Optionee's administrators, executors
                  or personal representatives, by a written notice (in
                  substantially the form of the Notice of Exercise attached
                  hereto as Schedule B) signed by the Optionee, or by such
                  administrators, executors or personal representatives, and
                  delivered or mailed to the Company as specified in Section 14
                  hereof to the attention of the President or such other
                  officer as the Company may designate. Any such notice shall
                  (a) specify the number of shares of Stock which the Optionee
                  or the Optionee's administrators, executors or personal
                  representatives, as the case may be, then elects to purchase
                  hereunder, (b) contain such information as may be reasonably
                  required pursuant to Section 12 hereof, and (c) be
                  accompanied by (i) a certified or cashier's check payable to
                  the Company in payment of the total Exercise Price applicable
                  to such shares as provided herein, (ii) shares of Stock owned
                  by the Optionee and duly endorsed or accompanied by stock
                  transfer powers having a Fair Market Value equal to the total
                  Exercise Price applicable to such shares purchased hereunder,
                  or (iii) a certified or cashier's check accompanied by the
                  number of shares of Stock whose Fair Market Value when added
                  to the amount of the check equals the total Exercise Price
                  applicable to such shares purchased hereunder. Upon receipt
                  of any such notice and accompanying payment, and subject to
                  the terms hereof, the Company agrees to issue to the Optionee
                  or the Optionee's administrators, executors or personal
                  representatives, as the case may be, stock certificates for
                  the number of shares specified in such notice registered in
                  the name of the person exercising this Option.

         7.       Adjustment in Option. The number of shares subject to this
                  Option, the Exercise Price and other matters are subject to
                  adjustment during the term of this Option in accordance with
                  Sections 15 and 16 of the Plan.

         8.       Termination of Employment.

                  (a)      Except as otherwise specified in Schedule A hereto,
                           in the event of the termination of the Optionee's
                           employment with the Company or any of its
                           subsidiaries, other than a termination that is
                           either (i) for Cause, or (ii) for reasons of death
                           or disability, the Optionee may exercise this Option
                           at any time within three (3) months after such
                           termination to the extent of the number of shares
                           which were Purchasable hereunder at the date of such
                           termination.

                  (b)      Except as specified in Schedule A attached hereto,
                           in the event of a termination of the Optionee's
                           employment that is for Cause, this Option, to the
                           extent not previously exercised, shall terminate
                           immediately and shall not thereafter be or become
                           exercisable.

         9.       Disabled Optionee. In the event of the termination of the
                  Optionee's employment because of the Optionee's becoming a
                  Disabled Optionee, the Optionee (or his or her personal
                  representative) may exercise this Option within a period
                  ending on the earlier of (a) the last day of the one year
                  period following the Optionee's death or (b) the expiration
                  date of this Option, in either case to the extent of the
                  number of shares which were Purchasable hereunder at the date
                  of such termination.


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         10.      Death of Optionee. Except as otherwise set forth in Schedule
                  A with respect to the rights of the Optionee upon termination
                  of employment under Section 8(a) above, in the event of the
                  Optionee's death while employed by the Company or any of its
                  subsidiaries, the appropriate persons described in Section 6
                  hereof or persons to whom all or a portion of this Option is
                  transferred in accordance with Section 5 hereof may exercise
                  this Option at any time within one (1) year of such
                  termination. If the Optionee was an employee of the Company
                  at the time of death, this Option may be so exercised to the
                  extent of the number of shares that were Purchasable
                  hereunder at the date of death. If the Optionee's employment
                  terminated prior to his or her death, this Option may be
                  exercised only to the extent of the number of shares covered
                  by this Option which were Purchasable hereunder at the date
                  of such termination.

         11.      Date of Grant. This Option was granted by the Board of
                  Directors of the Company on the date set forth in Schedule A
                  (the "Date of Grant").

         12.      Compliance with Regulatory Matters. The Optionee acknowledges
                  that the issuance of capital stock of the Company is subject
                  to limitations imposed by federal and state law and the
                  Optionee hereby agrees that the Company shall not be
                  obligated to issue any shares of Stock upon exercise of this
                  Option that would cause the Company to violate law or any
                  rule, regulation, order or consent decree of any regulatory
                  authority (including without limitation the Securities and
                  Exchange Commission) having jurisdiction over the affairs of
                  the Company. The Optionee agrees that he or she will provide
                  the Company with such information as is reasonably requested
                  by the Company or its counsel to determine whether the
                  issuance of Stock complies with the provisions described by
                  this Section 12.

         13.      Restriction on Disposition of Shares. The shares purchased
                  pursuant to the exercise of an Incentive Stock Option shall
                  not be transferred by the Optionee except pursuant to the
                  Optionee's will, or the laws of descent and distribution,
                  until such date which is the later of two years after the
                  grant of such Incentive Stock Option or one year after the
                  transfer of the shares to the Optionee pursuant to the
                  exercise of such Incentive Stock Option.

         14.      Miscellaneous.

                  (a)      This Agreement shall be binding upon the parties
                           hereto and their representatives, successors and
                           assigns.

                  (b)      This Agreement is executed and delivered in, and
                           shall be governed by the laws of, the State of
                           Georgia.

                  (c)      Any requests or notices to be given hereunder shall
                           be deemed given, and any elections or exercises to
                           be made or accomplished shall be deemed made or
                           accomplished, upon actual delivery thereof to the
                           designated recipient, or three days after deposit
                           thereof in the United States mail, registered,
                           return receipt requested and postage prepaid,
                           addressed, if to the Optionee, at the address set
                           forth below and, if to the Company, to the executive
                           offices of the Company at 645 Hembree Parkway, Suite
                           J, Roswell, Georgia 30076.

                  (d)      This Agreement may not be modified except in writing
                           executed by each of the parties hereto.


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         IN WITNESS WHEREOF, the Board of Directors of the Company has caused
this Stock Option Agreement to be executed on behalf of the Company, and the
Optionee has executed this Stock Option Agreement, all as of the day and year
first above written.

TEKGRAF, INC.                                  OPTIONEE



By:
   ------------------------------              ------------------------------
   Name:                                       Name:
   Title:                                      Address:


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                                   SCHEDULE A
                                       TO
                             STOCK OPTION AGREEMENT
                                    BETWEEN
                                 TEKGRAF, INC.
                                      AND
                         _____________________________

                             Dated: _______________


1.       Number of Shares Subject to Option: _______________ shares.

2.       This Option (Check one) [ ] is [ ] is not an Incentive Stock Option.

3.       Option Exercise Price:  $__________ per share.

4.       Date of Grant:_______________

5.       Option Vesting Schedule:

                  Check one:

                  ( )      Options are exercisable with respect to all shares
                           on or after the date hereof
                  ( )      Options are exercisable with respect to the number
                           of shares indicated below on or after the date
                           indicated next to the number of shares:

                            No. of Shares                Vesting Date



6.       Option Exercise Period:

                  Check One:
                  ( )      All options expire and are void unless exercised on
                           or before __________, 200_.
                  ( )      Options expire and are void unless exercised on or
                           before the date indicated next to the number of
                           shares:

                            No. of Shares                 Expiration Date


7.       Effect of Termination of Employment of Optionee (if different from
         that set forth in Sections 8, 9 and 10 of the Stock Option Agreement):


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                                   SCHEDULE B

                               NOTICE OF EXERCISE


                 The undersigned hereby notifies Tekgraf, Inc. (the "Company")
of his or her election to exercise the undersigned's stock option to purchase
______ shares of the Company's Class A Common Stock, $.001 par value (the
"Common Stock"), pursuant to the Stock Option Agreement (the "Agreement")
between the undersigned and the Company dated ________________. Accompanying
this Notice is (1) a certified or a cashier's check in the amount of $________
payable to the Company, and/or (2) __________ shares of the Company's Common
Stock presently owned by the undersigned and duly endorsed or accompanied by
stock transfer powers, having an aggregate Fair Market Value (as defined in
Tekgraf, Inc. 1997 Stock Option Plan) as of the date hereof of $____________,
such amounts being equal, in the aggregate, to the purchase price per share set
forth in Section 3 of the Agreement multiplied by the number of shares being
purchased hereby (in each instance subject to appropriate adjustment pursuant to
Sections 16 or 17 of the Plan).

         IN WITNESS WHEREOF, the undersigned has set his hand and seal, this
_____ day of ______________, _______.

                            OPTIONEE [OR OPTIONEE'S
                            ADMINISTRATOR,
                            EXECUTOR OR PERSONAL
                            REPRESENTATIVE]



                            ------------------------------------------
                            Name:
                            Position (if other than Optionee):