EXHIBIT 10.4
               1995 STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS

                        DATAMARINE INTERNATIONAL, INC.
                            1995 STOCK OPTION PLAN
                          FOR NON-EMPLOYEE DIRECTORS

1.    PURPOSE

The purpose of this Datamarine International, Inc. 1995 Stock Option Plan for
Non-Employee Directors (the "Plan") is to attract and retain the services of
experienced and knowledgeable independent directors who are not employees
(sometimes referred to herein collectively as "Participants") of Datamarine
International, Inc. ("Datamarine") for the benefit of Datamarine and its
stockholders and to provide additional incentive for such Participants to
continue to work in the best interests of Datamarine and its stockholders
through continuing ownership of its common stock.

2.    SHARES SUBJECT TO THE PLAN

The total number of shares of common stock, par value $0.01 per share
("Shares"), of Datamarine for which options may be granted under the Plan shall
not exceed 48,000 Shares in the aggregate, subject to adjustment in accordance
with Section 9 hereof.

3.    ELIGIBILITY; GRANT OF OPTION

Each member of the Board of Directors (the "Board") of Datamarine who is not
otherwise an employee of Datamarine or any subsidiary and who is then in
office, including newly elected non-employee directors, immediately following
each annual meeting of the Board for the years 1996 through 1999, shall
automatically be granted an option to acquire 2,000 Shares under the Plan
immediately following each such annual meeting of the Board. The date of grant
for such options granted to non-employee directors shall be the date of the
annual meeting of the Board for the years 1996 through 1999, as applicable, but
such options shall be effective as of such date of grant only if the Company's
stockholders have approved the Plan at Datamarine's Special Meeting of
Stockholders in lieu of the 1996 Annual Meeting of Stockholders in accordance
with Section 13 hereof. The options shall be non-qualified options not intended
to meet the requirements of Section 422 of the Internal Revenue Code of 1986,
as amended (the "Code").

4.    OPTION AGREEMENT

Each option granted under the Plan shall be evidenced by an option agreement
(the "Agreement") duly executed on behalf of Datamarine and by the director to
whom such option is granted, which Agreements shall (i) comply with and be
subject to the terms and conditions of the Plan and (ii) provide that the
optionee agrees to continue to serve as a director of Datamarine during the
term for which he was elected.

5.    OPTION EXERCISE PRICE

Subject to the provisions of Section 9 hereof, the option exercise price for an
option granted under the Plan shall be the fair market value of the Shares of
the common stock of Datamarine covered by the option on the date of grant of
the option. For the purposes hereof and Section 6(b), if such Shares are then
listed on any national securities exchange, the fair market value of the common
stock of Datamarine shall be the mean between the high and low sales prices, if
any, on the largest such exchange on the date of the grant of the option or, if
none, shall be determined by taking a weighted average of the means between the
highest and lowest sales on the nearest date before and the nearest date after
the date of grant in accordance with Treasury Regulations Section 25.2512-2. If
the Shares are not then listed on any such exchange, the fair market value of
such Shares shall be the mean between the high and low sales prices, if any, as
reported in the National Association of Securities Dealers Automated Quotation
System ("Nasdaq") National Market System for the date of the grant of the
option, or, if none, shall be determined by taking a weighted average of the
means between the highest and lowest sales on the nearest date before and the
nearest date after the date of grant in accordance with Treasury Regulations
Section 25.2512-2. If the Shares are not then either listed on any such
exchange or quoted in Nasdaq, the fair market value shall be the mean between
the average of the "Bid" and the average of the "Ask" prices, if any, as
reported in the National Daily Quotation Service for the date of the grant of
the option, or, if none, shall be determined by taking a weighted average of
the means between the highest and lowest sales on the nearest date before and
the nearest date after the date of grant in accordance with Treasury
Regulations Section 25.2512-2.

6.    TIME AND MANNER OF EXERCISE OF OPTION

(a) Options granted under the Plan shall, subject to the provisions of Section
7, be exercisable immediately in full, provided that no option shall be
exercisable prior to approval of the Plan by the stockholders of Datamarine in
accordance with Section 13 hereof.

(b) To the extent that the right to exercise an option has accrued and is in
effect, the option may be exercised in full at one time or in part from time to
time by giving written notice, signed by the person or persons exercising the
option, to Datamarine, stating the number of Shares with respect to which the
option is being exercised, accompanied by payment in full for such Shares,
which payment may be in cash or in whole or in part in Shares of the common
stock of Datamarine already owned for a period of at least six months by the
person or persons exercising the option, valued at fair market value, as
determined under Section 5 hereof, on the date of exercise; provided, however,
that there shall be no such exercise at any one time as to fewer than two
hundred fifty (250) Shares or all, of the remaining Shares then purchasable by
the person or persons exercising the option, if fewer than two hundred fifty
(250) Shares. Upon such exercise, delivery of a certificate for paid-up
non-assessable Shares shall be made at the principal Washington office of
Datamarine to the person or persons exercising the option at such time, during
ordinary business hours, not more than thirty (30) days from the date of
receipt of the notice by Datamarine, as shall be designated in such notice, or
at such time, place and manner as may be agreed upon by Datamarine and the
person or persons exercising the option.

7.    TERMS OF OPTIONS

(a) Each option shall expire ten (10) years from the date of the granting
thereof, but shall be subject to earlier termination as herein provided.

(b) In the event of the death of an optionee, the option granted to such
optionee may be exercised, to the extent the optionee was entitled to do so on
the date of such optionee's death, by the estate of such optionee or by any
person or persons who acquired the right to exercise such option by bequest or
inheritance or otherwise by reason of the death of such optionee. Such option
may be exercised at any time within one (1) year after the date of death of
such optionee, at which time the option shall terminate, or prior to the date
on which the option otherwise expires by its terms, whichever is earlier.

(c) In the event that an optionee ceases to be a director of Datamarine, the
option granted to such optionee may be exercised by him, but only to the extent
that under Section 6 hereof the right to exercise the option has accrued and is
in effect. Such option may be exercised at any time within seven (7) months
after the date such optionee ceases to be a director of Datamarine, at which
time the option shall terminate, but in any event prior to the date on which
the option expires by its terms, whichever is earlier, unless termination as a
director (a) was by Datamarine for cause, in which case the option shall
terminate immediately at the time the optionee ceases to be a director of
Datamarine, (b) was because the optionee has become disabled (within the
meaning of Section 22(e)(3) of the Code), or (c) was by reason of the death of
the optionee. In the case of death, see Section 7(b) of the Plan. In the case
of disability, the option may be exercised, to the extent then exercisable
under Section 6 hereof, at any time within one (1) year after the date of
termination of the optionee's directorship with Datamarine, at which time the
option shall terminate, but in any event prior to the date on which the option
otherwise expires by its terms, whichever is earlier.

8.    OPTIONS NOT TRANSFERABLE

The right of any optionee to exercise an option granted to him under the Plan
shall not be assignable or transferable by such optionee otherwise than by will
or the laws of descent and distribution, or pursuant to a qualified domestic
relations order as defined by the Code or Title I of the Employee Retirement
Income Security Act, or the rules thereunder. Any option granted under the Plan
shall be exercisable during the lifetime of such optionee only by him. Any
option granted under the Plan shall be null and void and without effect upon
the bankruptcy of the optionee, or upon any attempted assignment or transfer,
except as herein provided, including without limitation any purported
assignment, whether voluntary or by operation of law, pledge, hypothecation or
other disposition, attachment, trustee process or similar process, whether
legal or equitable, upon such option.

9.    ADJUSTMENTS UPON CHANGES IN CAPITALIZATION

In the event that the outstanding Shares of the common stock of Datamarine are
changed into or exchanged for a different number or kind of shares or other
securities of Datamarine or of another corporation by reason of any
reorganization, merger, consolidation, recapitalization, reclassification,
stock split-up, combination of shares or dividends payable in capital stock,
appropriate adjustment shall be made in the number and kind of shares as to
which outstanding options, or portions thereof then unexercised, shall be
exercisable, to the end that the proportionate interest of the optionee shall
be maintained as before the occurrence of such event, and such adjustment in
outstanding options shall be made without change in the total price applicable
to the unexercised portion of such options and with a corresponding adjustment
in the option price per share.

10.   RESTRICTIONS ON ISSUE OF SHARES

Notwithstanding the provisions of Section 6 hereof, Datamarine may delay the
issuance of Shares covered by the exercise of any option and the delivery of a
certificate for such Shares until one of the following conditions shall be
satisfied:

      (i)   the Shares with respect to which an option has been exercised are
            at the time of the issue of such Shares effectively registered
            under applicable Federal and state securities acts now in force or
            hereafter amended; or

      (ii)  counsel for Datamarine shall have given an opinion, which opinion
            shall not be unreasonably conditioned or withheld, that such Shares
            are exempt from registration under applicable Federal and state
            securities acts now in force or hereafter amended.

It is intended that all exercises of options shall be effective. Accordingly,
Datamarine shall use its best efforts to bring about compliance with the above
conditions within a reasonable time, except that Datamarine shall be under no
obligation to cause a registration statement or a post-effective amendment to
any registration statement to be prepared at its expense solely for the purpose
of covering the issue of Shares in respect of which any option may be
exercised, except as otherwise agreed to by Datamarine in writing.

11.   RIGHTS OF HOLDER ON PURCHASE FOR INVESTMENT;
      SUBSEQUENT REGISTRATION

Unless the Shares to be issued upon exercise of an option granted under the
Plan have been effectively registered under the Securities Act of 1933, as now
in force or hereafter amended, Datamarine shall be under no obligation to issue
any Shares covered by any option unless the person who exercises such option,
in whole or in part, shall give a written representation and undertaking to
Datamarine which is satisfactory in form and scope to counsel to Datamarine and
upon which, in the opinion of such counsel, Datamarine may reasonably rely,
that he is acquiring the Shares issued to him pursuant to such exercise of the
option for his own account as an investment and not with a view to, or for sale
in connection with, the distribution of any such Shares, and that he will make
no transfer of the same except in compliance with any rules and regulations in
force at the time of such transfer under the Securities Act of 1933, or any
other applicable law, and that if Shares are issued without such registration a
legend to this effect may be endorsed upon the securities so issued. In the
event that Datamarine shall, nevertheless, deem it necessary or desirable to
register under the Securities Act of 1933 or other applicable statutes any
Shares with respect to which an option shall have been exercised, or to qualify
any such Shares for exemption from the Securities Act of 1933 or other
applicable statutes, then Datamarine shall take such action at its own expense
and may require from each optionee such information in writing for use in any
registration statement, prospectus, preliminary prospectus or offering circular
as is reasonably necessary for such purpose and may require reasonable
indemnity to Datamarine and its officers and directors from such holder against
all losses, claims, damages and liabilities arising from such use of the
information so furnished and caused by any untrue statement of any material
fact therein or caused by the omission to state a material fact required to be
stated therein or necessary to make the statements therein not misleading in
light of the circumstances under which they were made.

12.   LOANS PROHIBITED

Datamarine shall not, directly or indirectly, lend money to an optionee or to
any person or persons entitled to exercise an option by reason of the death of
an optionee for the purpose of assisting him or them in the acquisition of
Shares covered by an option granted under the Plan.

13.   APPROVAL OF STOCKHOLDERS

The Plan shall be subject to approval by the Company's stockholders at the next
annual meeting of the Company's stockholders, or the next special meeting in
lieu of annual meeting of the Company's stockholders, held after adoption of
the Plan by the Board, and shall take effect immediately as of its date of
adoption upon such approval.

14.   EXPENSES OF THE PLAN

All costs and expenses of the adoption and administration of the Plan shall be
borne by Datamarine, and none of such expenses shall be charged to any
optionee.

15.   TERMINATION AND AMENDMENT OF THE PLAN

Unless sooner terminated as herein provided, the Plan shall terminate ten (10)
years from the date upon which the Plan was duly approved by the stockholders.
The Board may at any time terminate the Plan or make such modification or
amendment thereof as it deems advisable, provided however that, except as
provided in Section 9 hereof and to the extent required to qualify the Plan
under Rule 16b-3 ("Rule 16b-3") promulgated under Section 16(b) of the
Securities Exchange Act of 1934 (the "Exchange Act"), no modification or
amendment to the provisions of the Plan may be made more than once every six
(6) months other than to comport with changes in the Code, the Employee
Retirement Income Security Act, or the rules thereunder, if the effect of such
amendment or modification would be to change (i) the requirements for
eligibility under the Plan, (ii) the timing of the grants of options to be
granted under the Plan or the exercise price or vesting schedule thereof, or
(iii) the number of Shares subject to options to be granted under the Plan
either in the aggregate or to one director. Any amendment to the provisions of
the Plan which (i) materially increases the number of Shares which may be
subject to options granted under the Plan, (ii) materially increases the
benefits accruing to Participants under the Plan, or (iii) materially modifies
the requirement for eligibility to participate in the Plan, shall, to the
extent required to qualify the Plan under Rule 16b-3, be subject to approval by
the stockholders of Datamarine obtained in the manner stated in Section 13
hereof. Termination or any modification or amendment of the Plan shall not,
without the consent of the optionee, affect his rights under an option
previously granted to him.

16.   LIMITATION OF RIGHTS IN THE OPTION SHARES

An optionee shall not be deemed for any purpose to be a stockholder of
Datamarine with respect to any of the options except to the extent that the
option shall have been exercised with respect thereto and, in addition, a
certificate shall have been issued theretofore and delivered to the optionee.

17.   NOTICES

Any communication or notice required or permitted to be given under the Plan
shall be in writing, and mailed by registered or certified mail or delivered by
hand, if to Datamarine, to its principal place of business, attention:
President, and, if to an optionee, to the address as appearing on the records
of Datamarine.

18.   COMPLIANCE WITH RULE 16b-3

It is the intention of Datamarine that the Plan comply in all respects with
Rule 16b-3 and that Participants remain disinterested persons for purposes of
administering other employee benefit plans of Datamarine and having
transactions under such other plans be exempt from Section 16(b) of the
Exchange Act. Therefore, if any Plan provision is found not to be in compliance
with Rule 16b-3 or if any Plan provisions would disqualify Participants from
remaining disinterested persons, those provisions shall be deemed null and
void, and in all events the Plan shall be construed in favor of its meeting the
requirements of Rule 16b-3.