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                                                                    Exhibit 4.10

                              UNILENS VISION INC.

                       INCENTIVE STOCK OPTION PLAN - 2004
                                 (Rolling Plan)

                          Approved by the Shareholders
                               December 19, 2003

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                                TABLE OF CONTENTS

PART 1 GENERAL PROVISIONS......................................................1

   1.1   Interpretation........................................................1
   1.2   Purpose...............................................................3
   1.3   Administration........................................................3
   1.4   General Limits........................................................4
   1.5   Limits with respect to Consultants....................................4
   1.6   Limits with respect to Persons involved in Investor Relations
         Activities............................................................4
   1.7   Non-Exclusivity.......................................................4
   1.8   Shareholder Approval, Plan Amendment and Termination..................5
   1.9   Compliance with Legislation...........................................5
   1.10  Representation........................................................5
   1.11  Effective Date........................................................5

PART 2 OPTIONS.................................................................6
   2.1   Grants................................................................6
   2.2   Option Price..........................................................6
   2.3   Exercise of Options...................................................6
   2.4   Amendments to Option Grants...........................................8

PART 3 MISCELLANEOUS PROVISIONS................................................8

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                               UNILENS VISION INC.

                           INCENTIVE STOCK OPTION PLAN

                                     PART 1
                               GENERAL PROVISIONS

1.1  Interpretation
     --------------

For the purposes of this Plan, the following terms shall have the following
meanings:

     a.   "Affiliate" means any corporation that is an affiliate of the
          Corporation within the meaning set forth in the policies of the
          Exchange, as amended from time to time. For greater certainty
          Affiliate includes all Subsidiaries of the Corporation;

     b.   "Board" means the Board of Directors of the Corporation;

     c.   "Common Shares" means the common shares of the Corporation;

     d.   "Consultant" means an individual who:

          i.   provides ongoing consulting, technical, management or other
               services to the Corporation or an Affiliate under a written
               contract with the Corporation or an Affiliate;

          ii.  possesses technical, business or management expertise of value to
               the Corporation or an Affiliate;

          iii. in the opinion of the Corporation, spends or will spend a
               significant amount of time and attention on the business and
               affairs of the Corporation or an Affiliate;

          iv.  has a relationship with the Corporation or an Affiliate that
               enables the Consultant to be knowledgeable about the business and
               affairs of the Corporation; and

          v.   includes a Consultant Company or a Consultant Partnership.

     e.   "Consultant Company" means, for an individual Consultant, a company of
          which the individual consultant is an employee or shareholder;

     f.   "Consultant Partnership" means, for an individual Consultant, a
          partnership of which the individual Consultant is an employee or
          partner;

     g.   "Corporation" means Unilens Vision Inc.;

     h.   "Disinterested Shareholders" means all of the Shareholders of the
          Corporation except Insiders of the Corporation who are Eligible
          Persons, and such Insiders' associates;

     i.   "Director" means a director of the Corporation or Affiliate, and
          includes an issuer all of the voting securities of which are owned by
          one or more Officers, Directors or employees of the Corporation or an
          Affiliate;

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     j.   "Eligible Person" means, subject to all applicable laws, any employee,
          Officer, Director, Management Company Employee or Consultant of the
          Corporation or of any Affiliate;

     k.   "Employee" means,

          i.   an individual who is considered an employee under the Income Tax
               Act (i.e. for whom income tax employment insurance and CPP
               deductions must be made at source);

          ii.  an individual who works full-time for the Corporation providing
               services normally provided by an employee and who is subject to
               the same control and direction by the Corporation over the
               details and method of work as an employee of the Corporation, but
               for whom income tax deductions are not made at source; or

          iii. an individual who works for the Corporation on a continuing and
               regular basis for a minimum amount of time per week providing
               services normally proved by an employee and who is subject to the
               same control and direction by the Corporation over the details
               and methods of work as an employee of the Corporation, but for
               whom income tax deductions are not made at source; and

          iv.  includes an issuer all of the voting securities of which are
               owned by one or; more Officers, Directors or employees of the
               Corporation or an Affiliate;

     l.   "Exchange" means the TSX Venture Exchange;

     m.   "Insider" means an insider as defined under the policies of the
          Exchange, as amended from time to time;

     n.   "Management Company Employee" means, an individual employed by a
          person providing management services to the Corporation, which are
          required for the ongoing successful operation of the business
          enterprise of the Corporation, but excluding a person engaged in
          investor relations activities;

     o.   "Officer" means an officer of the Corporation, or an Affiliate, and
          includes an issuer all of the voting securities of which are owned by
          one or more Officers, Directors or employees of the Corporation or an
          Affiliate;

     p.   "Option" means a non-transferable or non-assignable option to purchase
          Common Shares granted to an Eligible Person pursuant to the terms of
          the Plan;

     q.   "Participant" means Eligible Persons to whom Options have been
          granted;

     r.   "Plan" means this Incentive Stock Option Plan - 2004 of the
          Corporation;

     s.   "Share Compensation Arrangement" means any stock option, stock option
          plan, employee stock purchase plan or other compensation or incentive
          mechanism involving the issuance or potential issuance of Common
          Shares, including a share purchase from treasury which is financially
          assisted by the Corporation by way of a loan, guarantee or otherwise;

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     t.   "Subsidiary" means any company that is a subsidiary of the Corporation
          as defined under section 1(1) of the Securities Act (British
          Columbia); and

     u.   "Termination Date" means the date on which a Participant ceases to be
          an Eligible Person.

In this Plan, words imparting the singular number only shall include the plural
and vice versa and words imparting the masculine shall include the feminine.

This Plan and all matters to which reference is made herein shall be governed by
and interpreted in accordance with the laws of the Province of British Columbia
and the laws of Canada applicable therein.

1.2  Purpose
     -------

The purpose of this Plan is to advance the interests of the Corporation by:

     a.   providing Eligible Persons with additional incentive;

     b.   encouraging stock ownership by such Eligible Persons;

     c.   increasing the proprietary interest of Eligible Persons in the success
          of the Corporation;

     d.   encouraging Eligible Persons to remain with the Corporation or its
          Affiliates; and

     e.   attracting new employees, directors and officers.

1.3  Administration
     --------------

     a.   The Plan shall be administered by the Board or a committee of the
          Board duly appointed for this purpose by the Board and consisting of
          not less than 3 directors. If a committee is appointed for this
          purpose, all references herein to the Board will be deemed to be
          references to the Committee.

     b.   Subject to the limitations of the Plan, the Board shall have the
          authority to:

          i.   grant Options to purchase Common Shares to Eligible Persons;

          ii.  determine the terms, limitations, restrictions and conditions
               respecting such grants;

          iii. interpret the Plan and adopt, amend and rescind such
               administrative guidelines and other rules and regulations
               relating to the Plan as it shall from time to time deem
               advisable; and

          iv.  make all other determinations and take all other actions in
               connection with the implementation and administration of the Plan
               including without limitation for the purpose of ensuring
               compliance with Section 1.10 hereof as it may deem necessary or
               advisable.

     c.   The Board's guidelines, rules, regulations, interpretations and
          determinations shall be conclusive and binding upon the Corporation
          and all other persons.

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1.4  General Limits
     --------------

     a.   The aggregate number of Common Shares to be reserved for exercise of
          all options granted under the Plan and any other Share Compensation
          Arrangement shall not exceed 10% of the issued shares of the
          Corporation at the date the Plan is approved by the shareholders of
          the Corporation (the "Shareholder Approval Date"). No fractional
          shares shall be issued and the Board may determine the manner in which
          fractional share values shall be treated.

     b.   The maximum number of Common Shares which may be reserved for issuance
          to any one individual under the Plan in any 12 month period shall be
          5% of the Common Shares outstanding at the time of the grant (on a
          non-diluted basis) less the aggregate number of Common Shares reserved
          for issuance to such person under any other option to purchase Common
          Shares from treasury granted as a compensation or incentive mechanism,
          unless the consent of Exchange is first obtained.

     c.   No individual can be granted options pursuant to this Plan if, at the
          time of the grant, the individual owns in excess of 10% of the issued
          and outstanding shares of the Company, or any of its affiliates,
          unless the exercise price of the option is 110% of the Market Price.

     d.   If there is a change in the outstanding Common Shares by reason of any
          stock dividend or split, recapitalization, amalgamation,
          consolidation, combination or exchange of shares, or other corporate
          change, the Board shall make, subject to the prior approval of the
          relevant stock exchange(s) if required, appropriate substitution or
          adjustment in:

          i.   the number or kind of shares or other securities reserved for
               issuance pursuant to the Plan; and

          ii.  the number and kind of shares subject to unexercised Options
               theretofore granted and in the option price of such shares;
               provided however that no substitution or adjustment shall
               obligate the Corporation to issue or sell fractional shares. If
               the Corporation is reorganized, amalgamated with another
               corporation, or consolidated, the Board shall make such provision
               for the protection of the rights of Participants as the Board in
               its discretion deems appropriate.

     e.   The Corporation shall at all times during the term of the Plan reserve
          and keep available such number of shares as will be sufficient to
          satisfy the requirements of the Plan.

1.5  Limits with respect to Consultants
     ----------------------------------

The number of options granted to any one Consultant under the Plan in any 12
month period shall not exceed 2% of the outstanding Common Shares at the time of
grant, less the aggregate number of Common Shares reserved for issuance to
Consultants pursuant to any other Share Compensation arrangement, unless the
consent of the Exchange is first obtained.

1.6  Limits with respect to Persons involved in Investor Relations Activities
     ------------------------------------------------------------------------

The aggregate number of options granted under the Plan to all Employees involved
in investor relations activities within a 12 month period shall not exceed 2% of
the outstanding Common Shares at the time of grant, less the aggregate number of
Common Shares reserved for issuance to such Employees under any other Share
Compensation Arrangement, unless the consent of Exchange is first obtained.

1.7  Non-Exclusivity
     ---------------

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Nothing contained herein shall prevent the Board from adopting other or
additional compensation arrangements, subject to any required approvals.

1.8  Shareholder Approval, Plan Amendment and Termination
     ----------------------------------------------------

Before any options granted pursuant to the Plan can be exercised, the Plan must
be approved by the shareholders of the Corporation. Unless the Plan terminates
earlier pursuant to the terms of this section, this Plan terminates (the "Plan
Termination Date') on the earlier of (i) ten years from the Shareholder Approval
Date and (ii) the date of the next annual general meeting of the shareholders
immediately subsequent to the Shareholder Approval Date. In accordance with
applicable legislation and subject to any required approval, the Board may
amend, suspend or terminate the Plan or any portion thereof at any time prior to
the Plan Termination Date. No such amendment, suspension or termination shall
alter or impair any Options or any rights pursuant thereto granted previously to
any Participant without the consent of such Participant. If the Plan is
terminated, the provisions of the Plan and any administrative guidelines and
other rules and regulations adopted by the Board and in force at the time of the
Plan shall continue in effect during such time as an Option or any rights
pursuant thereto remain outstanding.

1.9  Compliance with Legislation
     ---------------------------

The Plan, the grant and exercise of Options hereunder and the Corporation's
obligation to sell and deliver Common Shares upon exercise of Options shall be
subject to all applicable federal, provincial and foreign laws, rules and
regulations, the rules and regulations of any stock exchange(s) on which the
Common Shares are listed for trading and to such approvals by any regulatory or
governmental agency as may, in the opinion of counsel to the Corporation, be
required. The Corporation shall not be obligated by any provision of the Plan or
the grant of any Option hereunder to issue or sell Common Shares in violation of
such laws, rules and regulations or any condition of such approvals. No Option
shall be granted and no Common Shares issued or sold hereunder where such grant,
issue or sale would require legislation of the Plan or of Common Shares under
the securities laws of any foreign jurisdiction and any purported grant of any
Option or issue or sale of Common Shares hereunder in violation of this
provision shall be void. In addition, the Corporation shall have no obligation
to issue any Common Shares pursuant to the Plan unless such Common Shares shall
have been duly listed, upon official notice of issuance, with all stock
exchanges on which the Common Shares are listed for trading. Common Shares
issued and sold to Participants pursuant to the exercise of Options may be
subject to limitations on sale or resale under applicable securities laws.

1.10 Representation
     --------------

The Corporation represents that any Employee, Consultant or Management Company
Employee who is granted an Option or Options is a bona fide Employee, Consultant
or Management Company Employee, as the case may be, of the Corporation or an
Affiliate.

1.11 Effective Date
     --------------

The Plan shall be subject to the approval of any relevant regulatory authority
whose approval is required. Any Options granted under the Plan prior to such
approvals and acceptances shall be conditional upon such approvals and
acceptances being given and no such Options may be exercised unless such
approvals and acceptance is given.

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                                     PART 2
                                     OPTIONS

2.1  Grants
     ------

Subject to the provisions of the Plan, the Board shall have the authority to
determine the limitations, restrictions and conditions, if any, in addition to
those set forth in Section 2.3 hereof, applicable to the exercise of an Option,
including without limitation, the nature and duration of the restrictions, if
any, to be imposed upon the sale or other disposition of Common Shares acquired
upon exercise of the Option, and the nature of the events, if any, and the
duration of the period in which any Participant's rights in respect of Common
Shares acquired upon exercise of an Option may be forfeited. An Eligible Person
may receive Options on more than one occasion under the Plan and may receive
separate Options on any one occasion.

2.2  Option Price
     ------------

     a.   Subject to a minimum price of $0.10 per share, the option price shall
          not be less than the closing price (the "Market Price") of the Common
          Shares on the Exchange immediately preceding the day on which the
          Board grants and provides notice to the Exchange of the Option(s).

     b.   If the options are granted within ninety days of a public
          distribution, then the option price shall not be less than the greater
          of the price calculated in 2.2(a) or the price per share paid by the
          public investors pursuant to the public distribution. The ninety day
          period will commence on the day a receipt is issued for the (final)
          prospectus.

     c.   The option price shall be subject to adjustment in accordance with the
          provisions of Section 1.4(c) hereof.

2.3  Exercise of Options
     -------------------

     a.   Options granted must be exercised no later than 5 years after the date
          of grant or such lesser period as the regulations made pursuant to the
          Plan may require.

     b.   Options shall not be transferable by the Participants otherwise than
          by will or the laws of descent and distribution, and shall be
          exercisable during the lifetime of a Participant only by the
          Participant and after death only by the Participant's legal
          representative (subject to the limitation that Options may not be
          exercised later than 5 years from their date of grant).

     c.   Except as otherwise determined by the Board and subject to the
          limitation that Options may not be exercised later than 5 years from
          their date of grant:

          i.   if a Participant ceases to be an Eligible Person for any reason
               whatsoever other than death, each Option held by the Participant
               other than a Participant who is involved in investor relations
               activities will cease to be exercisable 90 days after the
               Termination Date. For Participants involved in investor relations
               activities, Options shall cease to be exercisable 30 days after
               the Termination Date. If any portion of an Option is not vested
               by the Termination Date, that portion of the Option may not under
               any circumstances be exercised by the Participant.

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               Without limitation, and for greater certainty only, this
               provision will apply regardless of whether the Participant was
               dismissed with or without cause and regardless of whether the
               Participant received compensation in respect of dismissal or was
               entitled to a period of notice of termination which would
               otherwise have permitted a greater portion of the Option to vest
               with the Participant;

          ii.  if a Participant dies the legal representative of the Participant
               may exercise the Participant's Options within one year after the
               date of the Participant's death, but only to the extent the
               Options were by their term exercisable on the date of death.

     d.   Subject to the provisions of this Section 2.3(d), the Board shall
          determine the manner in which Options shall vest and become
          exercisable. Options granted to Consultants providing investor
          relations services shall vest at a minimum over a period of 12 months
          with no more than 1/4 of such Options vesting in any 3 month period.
          The Board may impose such other restrictions or limitations or
          requirements upon the exercise of Option as the Board, in its absolute
          discretion, may determine on the date of grant.

     e.   Each Option shall be confirmed by an option agreement executed by the
          Corporation and by the Participant.

     f.   The exercise price of each Common Share purchased under an Option
          shall be paid in full in cash or by bank draft or certified cheque at
          the time of such exercise, and upon receipt of payment in full, but
          subject to the terms of the Plan, the number of Common Shares in
          respect of which the Option is exercised shall be duly issued as fully
          paid and non-assessable.

     g.   Subject to the provisions of the Plan, an Option may be exercised from
          time to time by delivery to the Corporation at its registered office
          of a written notice of exercise addressed to the Secretary of the
          Corporation specifying the number of Common Shares with respect to
          which the Option is being exercised and accompanied by payment in full
          of the Option Price of the Common Shares to be purchased. Certificates
          for such Common Shares shall be issued and delivered to the Optionee
          within a reasonable period of time following the receipt of such
          notice and payment.

     h.   Notwithstanding any of the provisions contained in the Plan or in any
          Option, the Corporation's obligation to issue Common Shares to a
          Participant pursuant to the exercise of an Option shall be subject to:

          i.   completion of such registration or other qualification of such
               Common Shares or obtaining approval of such governmental or
               regulatory authority as counsel to the Corporation shall
               reasonably determine to be necessary or advisable in connection
               with the authorization, issuance or sale thereof;

          ii.  admission of such Common Shares to listing on any stock exchange
               on which the Common Shares may then be listed; and

          iii. the receipt from the Participant of such representations,
               agreements and undertakings, including as to future dealings in
               such Common Shares, as counsel to the Corporation reasonably
               determines to be necessary or advisable in order to safeguard
               against the violation of the laws of any jurisdiction.

     i.   In this connection the Corporation shall, to the extent necessary,
          take all reasonable steps

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          to obtain such approvals, registrations and qualifications as may be
          necessary for issuance of such Common Shares in compliance with
          applicable laws and for the admission to listing of such Shares on any
          stock exchange on which the Common Shares are then listed.

2.4  Amendments to Option Grants
     ---------------------------

Subject to the policies of Exchange, the Board may amend any Option with the
consent of the affected Participant. If an amendment reducing the exercise price
of the Option is made to an Option held by an Insider, the amendment shall only
be made effective after the approval of the Disinterested Shareholders at a
general meeting of the Shareholders of the Corporation is received.

                                     PART 3
                            MISCELLANEOUS PROVISIONS

3.1  The holder of an Option shall not have any rights as a shareholder of the
Corporation with respect to any of the Common Shares covered by such Option
until such holder shall have exercised such Option in accordance with the terms
of the Plan (including tendering payment in full of the Option Price of the
Common Shares in respect of which the Option is being exercised).

3.2  Nothing in the Plan or any Option shall confer upon a Participant any right
to continue in the employ of the Corporation or any Affiliate or affect in any
way the right of the Corporation or any Affiliate to terminate his employment at
any time; nor shall anything in the Plan or any Option be deemed or construed to
constitute an agreement, or an expression of intent, on the part of the
Corporation or any Affiliate to extend the employment of any Participant beyond
the time which he would normally be retired pursuant to the provisions of any
present or future retirement plan of the Corporation or any Affiliate, or beyond
the time at which he would otherwise be retired pursuant to the provisions of
any contract of employment with the Corporation or any Affiliate.