EXHIBIT 10.46

THE OPTION AND COMMON STOCK  REFERRED TO HEREIN HAVE NOT BEEN  REGISTERED  UNDER
THE SECURITIES ACT OF 1933, THE FLORIDA SECURITIES ACT, AS AMENDED,  OR THE LAWS
OF  ANY  OTHER  STATE,  AND  ARE  BEING  GRANTED  PURSUANT  TO  EXEMPTIONS  FROM
REGISTRATION  UNDER  THAT ACT AND SUCH  STATE  LAWS.  OPTIONS OR SHARES OF STOCK
ACQUIRED  BY  OPTIONEE  MAY NOT BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN
EFFECTIVE  REGISTRATION  STATEMENT FOR THE OPTIONS OR SHARES OF STOCK UNDER THAT
ACT OR SUCH STATE LAWS AS MAY BE APPLICABLE, OR PURSUANT TO EXEMPTIONS FROM SAID
REGISTRATION  UNDER SAID ACT AND SAID LAWS.  FURTHER,  THIS  AGREEMENT  CONTAINS
SUBSTANTIAL RESTRICTIONS ON TRANSFERABILITY OF THE OPTIONS AND SHARES OF STOCK.

                       SMART CHOICE AUTOMOTIVE GROUP, INC.
                      NON-QUALIFIED STOCK OPTION AGREEMENT

     NON-QUALIFIED STOCK OPTION AGREEMENT (the "Agreement")  effective as of the
17th day of April,  1997, by and among SMART CHOICE  AUTOMOTIVE  GROUP,  INC., a
Florida  corporation  (the  "Company")  and JOSEPH  YOSSIFON,  a director of the
Company (the "Optionee").


                              W I T N E S S E T H:

     In  consideration  of the agreements  set forth herein,  the parties hereby
covenant and agree as follows:

     1. GRANT OF OPTIONS.  Subject to the terms and conditions set forth in this
Agreement,  the Company  hereby grants to Optionee,  the option to purchase from
the Company 12,500 shares (the "Option") of the Company's Common Stock, $.01 par
value  ("Common  Stock"),  at the  exercise  price per share equal to $5-1/2 per
share (the "Option Price"), the fair market value on the date hereof. The shares
issuable  on  exercise  of the  Option  are  referred  to herein as the  "Option
Shares".  The Option shall be exercisable,  in whole or in part, for a period of
ten (10) years (the "Exercise Period"),  which period shall commence on the date
of Optionee's  execution of this Agreement (the  "Execution  Date").  The Option
shall be fully exercisable on the Execution Date.

     None of the Options are intended to be "incentive stock options" as defined
in Section 422(b) of the Internal Revenue Code.

     2. TERMINATION OF THE OPTION.

     (a) The  Option  shall  terminate  and no  longer be  exercisable  upon the
expiration of the Exercise Period set forth above.

     (b) Termination in the event of death,  permanent disability or termination
of status as a director.

          (i) If  Optionee  dies prior to the  termination  of the Option  under
     Section 2(a) hereof,  his Options may be exercised,  to the extent that the
     Optionee shall have been entitled to do so on the date of his death, by the
     person or persons to whom the Optionee's  right under the Options passes by
     will or  applicable  law,  or if no such  person  has  such  right,  by his
     executors  or  administrators,  at any time or from  time to time,  but not
     later than the  expiration  date specified in Section 1 or three (3) months
     after the appointment or qualification of an executor of Optionee's estate,
     whichever is earlier.

          (ii) If Optionee's status as a director of the Company shall terminate
     because of his  permanent  disability,  he may  exercise  his Option to the
     extent  that he  shall  have  been  entitled  to do so at the  date of such
     termination,  at any time or from  time to  time,  but not  later  than the
     expiration   date  specified  in  Section  1  or  three  (3)  months  after
     termination of his director status, whichever date is earlier.

          (iii)  If  Optionee's  status  as a  director  of  the  Company  shall
     terminate other than from death or total disability, all rights to exercise
     his Option,  to the extent that he shall have been entitled to do so at the
     date of such termination,  shall terminate at the expiration date specified
     in Section 1 or three months  after  termination  of his  director  status,
     whichever date is earlier.

     3.  EXERCISE.  Optionee (or in the case of Optionee's  death or disability,
the legal  representative  of  Optionee)  may exercise the Option only by giving
timely  notice  of  the  exercise  of an  Option  prior  to  the  expiration  or
termination  of the  Exercise  Period to the  Company at 5200  South  Washington
Avenue, Titusville,  Florida 32780. Such notice shall state the number of shares
to be purchased which are  attributable to the Option which is being  exercised,
and shall be accompanied by the full purchase price for such shares,  payable in
U.S.  Dollars by certified check or bank draft,  unless the Company shall permit
payment of the purchase price in another manner.

     4. DELIVERY OF OPTION SHARES.  As soon as practicable  after receipt by the
Company of a timely  notice of  exercise  of any of the  Options  hereunder,  of
payment  therefor,   the  Company  shall  transfer  to  Optionee  or  his  legal
representative(s), as the case may be, one or more certificate(s) for the number
of shares with respect to which the Options shall have been so exercised.

     5. RESTRICTIONS UPON TRANSFER.

     (a)  Neither the  Optionee  nor any other  person or entity  shall have any
interest  in any  specific  asset or assets or stock of the Company by reason of
the granting of the Options. Any attempt to assign or to transfer this Agreement
or the Options  granted  hereunder,  whether  voluntarily or  involuntarily,  by
operation  of law or  otherwise,  shall be of no further  force or effect and no
interest  or right  hereunder  shall vest in any other  person.  Nothing in this
Agreement shall be deemed to limit  Optionee's  right to transfer this Agreement
or the Option Shares by will or in accordance  with the laws of devise,  descent
and distribution.

     (b) Nothing in this  Agreement  shall be  construed  in  limitation  of any
restrictions  upon  transfer of any of the Option  Shares  contained  elsewhere,
including  any  restrictions  that  may  be  contained  in  the  Certificate  of
Incorporation or the By-Laws of the Company.

     (c) Nothing in this Agreement  shall be construed as a modification  of any
existing agreements with respect to the gift, sale, purchase,  transfer, pledge,
hypothecation,  or other disposition or encumbrance of the Option Shares between
the parties to this Agreement, or between or among either or both of the parties
to this Agreement and one or more persons not party to this Agreement.

     (d) The Optionee acknowledges that the certificate(s)  evidencing ownership
of the Common Stock will be stamped or  otherwise  imprinted on the face thereof
with a legend in substantially the following form:

          "The shares  represented by this  Certificate have not been registered
          under the federal  Securities  Act of 1933,  as amended (the "Act") or
          any state  securities  act. No sale,  offer to sell or transfer of the
          shares shall be made unless a registration statement under the Act, or
          any applicable  state  statute,  with respect to the shares is then in
          effect or an exemption from the registration  requirements of such Act
          or state statute is then in fact applicable to the shares."

     (e) Any legend  endorsed on a  certificate  pursuant to Section 5(d) hereof
and the stop  transfer  instructions  with respect to the Option Shares shall be
removed and the Company  shall issue a  certificate  without  such legend to the
holder thereof if such Option Shares are registered under the Securities Act and
a prospectus  meeting the  requirements  of Section 10 of the  Securities Act is
available.

     (f) The  restrictions  described  in any legend  endorsed on a  certificate
pursuant to Section  5(d) hereof  shall be removed at such time as  permitted by
Rule 144(k) promulgated under the Securities Act.

     (g) (1) If the Company at any time  elects or  proposes to register  any of
its shares of Common  Stock (the  "Registration  Shares")  under the 1933 Act on
forms S-1,  S-2, S-3 or SB-1,  SB-2 or any other form in effect at such time for
the registration of securities to be sold for cash (a "Registration  Statement")
with the Securities and Exchange Commission (the "SEC") pursuant to which shares
of  Common  Stock  owned  by any  other  shareholder  of the  Company  are to be
registered,  the Company  shall give prompt  written  notice (the  "Registration
Notice") to the Optionee of its intention to register the Registration Shares.

     (2) Within fifteen (15) days after the Registration  Notice shall have been
given to the  Optionee,  the Optionee may give written  notice to the Company of
exercise of all, or a portion of the Option (the "Optionee Notice"), accompanied
by payment of the Option Price in accordance with Section 1 hereof,  stating the
number of shares  Optionee elects to be included among the  Registration  Shares
(which number may include shares held by Optionee as a result of prior exercises
of this Option, or otherwise) (the "Optionee's Included Shares").

     (3) The Company  shall use  reasonable  efforts to register the  Optionee's
Included Shares under the Securities Act of 1933 and any state  securities acts,
if  necessary,  designated by the Optionee in the Optionee  Notice.  The Company
shall have the right to withdraw and discontinue  registration of the Optionee's
Included  Shares at any time prior to the  effective  date of such  Registration
Statement  if the  registration  of the  Registration  Shares  is  withdrawn  or
discontinued.

     (4) The Company  shall not be  required  to include  any of the  Optionee's
Included Shares in any Registration  Statement unless the Optionee agrees, if so
requested by the Company,  to: (i) offer and sell the Optionee's Included Shares
to or  through  an  underwriter  selected  by the  Company  and,  to the  extent
possible,  on  substantially  the same  terms  and  conditions  under  which the
Registration   Shares  are  to  be  offered  and  sold;  (ii)  comply  with  any
arrangements,  terms and  conditions  with  respect to the offer and sale of the
Optionee's  Included  Shares to which the Company may be required to agree;  and
(iii)  enter into any  underwriting  agreement  containing  customary  terms and
conditions.

     (5) If the offering of the Registration  Shares by the Company is, in whole
or in part, an underwritten  public  offering,  and if the managing  underwriter
determines  and  advises  the  Company in  writing  that the  inclusion  in such
Registration  Statement of all of the Shares,  together  with the stock of other
persons who have a right to include  their stock in the  Registration  Statement
(collectively referred to as the "Aggregate Shares"), would adversely affect the
marketability of the offering of the Registration  Shares, then the Optionee and
such other  holders  shall be entitled to register the portion of such number of
Aggregate Shares as the managing underwriter  determines may be included without
such adverse effects (collectively,  "Aggregate Underwriter Shares"), subject to
the  terms,  exceptions  and  conditions  of this  Section  5(g).  The number of
Aggregate  Underwriter  Shares which the Optionee  shall be entitled to register
shall be equal to the number of Aggregate  Underwriter  Shares  multiplied  by a
fraction, the numerator of which is the number of Optionee's Included Shares and
the denominator of which is the number of Aggregate Shares.

     (6) The Company  shall bear all costs and expenses of  registration  of the
Registration Shares, including Optionee's Included Shares.

     (7) It  shall be a  condition  precedent  to the  Company's  obligation  to
register any of Optionee's  Included  Shares that the Optionee shall provide the
Company with all information and documents, and shall execute, acknowledge, seal
and deliver all documents reasonably necessary,  to enable the Company to comply
with  the  1933  Act,  the  State  Acts,  and all  applicable  laws,  rules  and
regulations of the SEC or of any state securities law authorities.

     6. RIGHTS AS STOCKHOLDER.

     (a) Optionee shall have none of the rights of a stockholder with respect to
any of the  Option  Shares  until any  Option  granted  herein  shall  have been
exercised.

     (b) Nothing in this Agreement  shall affect in any way the rights or powers
of the Company,  or any parent or subsidiary Company, or any of the directors or
stockholders  of the  Company,  to make  or  authorize  any or all  adjustments,
recapitalizations,  reorganizations  or other changes in the  Company's  capital
structure or business,  or any merger or  consolidation  of the Company,  or any
issue of  bonds,  debentures,  preferred  or prior  preference  stocks  or other
classes of  securities  ahead of or  affecting  the  Common  Stock or the rights
thereof,  or the  dissolution  or  liquidation  of the  Company,  or any sale or
transfer of all or any part of the Company's assets or business, or any grant of
options  to  purchase  securities  of the  Company  otherwise  than  under  this
Agreement,  or to effect any other  corporate  act or  proceeding,  whether of a
similar character or otherwise.

     (c) (i) If the  outstanding  shares  of  Common  Stock of the  Company  are
increased,  decreased,  changed into or exchanged for a different number or kind
of shares or  securities of the Company or of another  corporation  or entity or
shares of a different par value or without par value through a recapitalization,
stock dividend, stock split, reverse stock split or a reorganization under which
the  Company is not the  surviving  entity,  an  appropriate  and  proportionate
adjustment  shall be made in the number and/or kind of  securities  allocated to
the Options,  without  change in the  aggregate  Option Price  applicable to the
unexercised   portion  of  the  outstanding  Option  but  with  a  corresponding
adjustment  in the Option  Price for each  share or other  unit of any  security
covered by the Option.  No adjustment shall occur under this Section 6 by virtue
of the fact that the Company  purchases or sells Common Stock or any  securities
of the Company at its fair market  value  (other than  pursuant to  compensatory
Stock  Options)  for cash.  No  fractional  shares  shall be issued for any such
adjustment.

          (ii) In case the Company shall issue rights or warrants to all holders
     of its  shares  of  Common  Stock  entitling  them to  subscribe  for or to
     purchase  shares of Common Stock at a price per share which,  when added to
     the amount of consideration  received or receivable by the Company for such
     rights or warrants is less than the Current  Market  Price (as  hereinafter
     defined)  per  share at the  record  date,  the  number  of  Option  Shares
     purchasable  upon the  exercise of the Option  shall be  increased  so that
     thereafter,  until further adjusted, this Option shall entitle the Optionee
     to purchase an additional  number of shares determined as if the Option had
     been fully  exercised  and the Optionee  were a record  holder  entitled to
     receive such rights or warrants at an option price which is the same as the
     per share consideration  payable pursuant to such rights or warrants.  Such
     adjustment  shall be made whenever such rights or warrants are issued,  but
     shall  also  be  effective  retroactively  as to  portions  of  the  Option
     exercised  between the record date for the  determination  of  shareholders
     entitled to receive  such  rights or  warrants  and the date such rights or
     warrants are issued.

          (iii) For the purpose of any computation under Section  6(c)(ii),  the
     Current  Market Price per share of Common Stock at any date shall be (i) if
     the shares of Common Stock are listed on any national securities  exchange,
     the average of the daily  closing  prices for the fifteen (15)  consecutive
     business  days  commencing  twenty  (20)  business  days before the date of
     determination  (the "Trading  Period");  (ii) if the shares of Common Stock
     are not  listed  on any  national  securities  exchange  but are  quoted or
     reported on the National Association of Securities Dealers, Inc., Automated
     Quotation System  ("NASDAQ"),  the last quoted price or, if not quoted, the
     average of the high bid and low asked  price as  reported by NASDAQ for the
     Trading  Period,  or the daily  closing  prices for the  Trading  Period as
     reported  by NASDAQ,  as the case may be; and (iii) if the shares of Common
     Stock are neither listed on any national  securities exchange nor quoted or
     reported on NASDAQ, the higher of (x) the Exercise Price then in effect, or
     (y) the tangible  book value per share of Common Stock as of the end of the
     Company's immediately preceding fiscal year.

     (d) In the event of the proposed dissolution or liquidation of the Company,
the  Company  shall  cause the Board of  Directors  of the Company to notify the
Optionee at least thirty (30) days prior to such proposed action.  To the extent
it has not been exercised  during such thirty (30) day period,  the Options will
terminate  as to  any  unexercised  portion  thereof  immediately  prior  to the
consummation of such proposed action.

     (e) In lieu of paying in cash any withholding tax obligation imposed on any
exercise of an Option hereunder, Optionee may elect to have the actual number of
shares  issuable upon exercise of the Option  reduced by the smallest  number of
whole shares of Common Stock which,  when multiplied by the fair market value of
the  Common  Stock as of the date the  Option is  exercised,  is  sufficient  to
satisfy the amount of the withholding  tax obligations  imposed by reason of the
exercise hereof (the "Withholding  Elections").  Optionee may make a Withholding
Election only if all of the following conditions are met:

          (i) the  Withholding  Election must be made on or prior to the date on
     which the amount of tax  required to be withheld  is  determined  (the "Tax
     Date") by  executing  and  delivering  to the Company a properly  completed
     Notice of Withholding  Election,  in substantially  the form of Exhibit "A"
     attached hereto;

          (ii) any Withholding Election made will be irrevocable; and

          (iii) if Optionee is required  to file  beneficial  ownership  reports
     pursuant to Subsection (a) of Section 16 of the Securities  Exchange Act of
     1934,  at any time  during the  period in which the Option is  exercisable,
     then the  Withholding  Election  must be made  either  (A) at least six (6)
     months prior to the Tax Date  applicable to the exercise of the Option,  or
     (B) prior to the Tax Date and in any ten day period  beginning on the third
     day  following  the release of the  Company's  quarterly or annual  summary
     statement of sales and earnings.

     7. REPRESENTATIONS.  Optionee will acquire Optionee's shares for Optionee's
own account,  for investment  only and without a view to resale or  distribution
except in compliance  with the  Securities  Act of 1933, as amended (the "Act"),
and any  applicable  state  securities  laws,  and upon the  acquisition  of the
shares,  Optionee will enter into such written  representations,  warranties and
agreements  as the  Company  may  request in order to comply  with the Act,  any
applicable state securities laws and this Option Agreement.

     8.  RESERVATION.  The Company  agrees,  at all times during the term of the
Options, to reserve and keep available such number of shares of the Common Stock
as will be sufficient to satisfy the requirements of the Options.

     9. TAX CONSEQUENCES  AND  WITHHOLDING.  Optionee agrees that the Company is
not  responsible  for the tax  consequences  to Optionee of the  granting of the
Options  or  its   subsequent   exercise  by  Optionee,   and  that  it  is  the
responsibility  of  Optionee to consult  with  Optionee's  personal  tax advisor
regarding  all matters with respect to the tax  consequences  of the granting of
the Options and its exercise by Optionee.

     10. GENERAL PROVISIONS.

     (a) AGREEMENT TO BE BOUND BY CONTRACT.  This Agreement shall be binding not
only  by  the   parties   hereto,   but  also  upon  their   heirs,   executors,
administrators,  successors or assigns.  The parties hereto agree for themselves
and their heirs,  executors,  administrators,  successors or assigns, to execute
any  instruments  and to perform  any acts which may be  necessary  or proper to
carry out the purposes of this Agreement.

     (b) AMENDMENT OR ALTERATION.  This Agreement may be altered or amended,  in
whole or in part, at any time, only by a written  instrument  setting forth such
changes signed by all parties hereto.

     (c) WAIVER.  The waiver by any party hereto of a breach of any provision of
this  Agreement  shall not operate or be construed as a waiver of any subsequent
breach by any party.

     (d) NOTICES. Any notices permitted or required hereunder shall be delivered
to the parties personally, by telecopier, or by United States Mail, with postage
prepaid,  certified or registered,  return receipt  requested,  addressed to the
respective parties at the following addresses and telecopier numbers:

     If to Company:  Smart Choice  Automotive  Group, Inc. 
                     5200 South Washington Avenue 
                     Titusville, FL 32780 
                     Telecopier: (407) 383-8822

     If to Optionee: At the address and telecopier
                     number for the Optionee on file
                     with the Company

or such other  address as either party hereto shall notify the other as provided
herein.  The date of service of any notice or  communication  hereunder shall be
the date of the hand  delivery or receipt of  telecopy,  or three (3) days after
the mailing, if mailed by certified mail, return receipt requested.

     (e) VALIDITY.  In the event that any provision of this  Agreement  shall be
held to be invalid,  the same shall not affect, in any respect,  the validity of
the remainder of this Agreement.

     (f) INTEGRATED  AGREEMENT.  This  Agreement and all agreements  executed in
accordance  with the  terms  hereof  constitute  the  entire  understanding  and
agreement  among the parties  hereto with respect to the subject  matter hereof,
and there are no agreements,  understandings,  restrictions,  representations or
warranties among the parties other than those set forth herein.

     (g) ATTORNEYS'  FEES. In the event any litigation  including any appeals is
instituted in connection with the breach,  enforcement or interpretation of this
Agreement, including, without limitation, any action seeking declaratory relief,
equitable relief,  injunctive relief, or damages,  the prevailing party shall be
entitled  to  recover  from the  non-prevailing  party all costs,  expenses  and
attorneys'  fees  incurred  in  connection  therewith,  including  any  costs of
collection.

     (h) STATE LAW GOVERNING CONTRACTS.  This Agreement shall be governed by the
laws of the State of Florida.

          (i) NO  CONSTRUCTION  AGAINST  DRAFTING  PARTY.  Each  party  to  this
     Agreement expressly recognizes that it results from a negotiated process in
     which each party was given the  opportunity  to consult  with  counsel  and
     contributed to the drafting of this Agreement. Given this fact, no legal or
     other presumptions against the party drafting this Agreement concerning its
     construction,  interpretation  or  otherwise  accrue to the  benefit of any
     party to this Agreement and each party expressly waives the right to assert
     such a presumption in any proceedings or disputes  connected with,  arising
     out of, or involving this Agreement.

     IN WITNESS  WHEREOF,  the parties have  executed this  Non-Qualified  Stock
Option Agreement under seal as of the date first above written.

                       THE COMPANY:

                       SMART CHOICE AUTOMOTIVE GROUP, INC.


                       By:  /s/ James Neal Hutchinson, Jr.
                       -----------------------------------
                       Print Name: James Neal Hutchinson, Jr.
                       As Its: Vice President

                       OPTIONEE:


                       /s/ Joseph Yossifon
                       -------------------
                       Joseph Yossifon

<PAGE>

                                    EXHIBIT A
                                       TO
                             STOCK OPTION AGREEMENT


                         Notice of Withholding Election


TO:               Smart Choice Automotive Group, Inc.

RE:               Withholding Election


                          * * * * * * * * * * * * * * *

This election  relates to the Option  identified in Paragraph 3 below.  I hereby
certify that:

(1)  My correct name and social  security  number and my current address are set
     forth at the end of this document.

(2)  I am (check one, whichever is applicable).

     [  ]     the original recipient of the Option.

     [  ]     the legal representative of the estate of the original recipient 
              of the Option.

     [  ]     a legatee of the original recipient of the Option.

     [  ]     the legal guardian of the original recipient of the Option.

(3)  The  Option  pursuant  to  which  this  election  is  made  in the  name of
     ______________  for ________ shares of Common Stock and dated  ___________,
     19__ (the "Option").  This election relates to ___________ shares of Common
     Stock issuable upon whole or partial exercise(s) of the Option (the "Option
     Shares"); provided that the numbers set forth above shall be deemed changed
     as appropriate to reflect stock splits and other  adjustments  contemplated
     by the applicable provisions of the Option.

(4)  In  connection  with any future  exercise of the Option with respect to the
     Option  Shares,  I hereby  elect to have  certain  of the  shares  issuable
     pursuant to the exercise  withheld by the Company for the purpose of having
     the value of the shares applied to pay federal,  state,  and local, if any,
     taxes arising from the exercise.  The shares to be withheld  shall have, as
     of the Tax Date (as  defined  in the  Option  Agreement  applicable  to the
     Option (the "Option Agreement")), applicable to the exercise, a fair market
     value equal to the minimum  statutory  tax  withholding  requirement  under
     federal, state, and local law in connection with the exercise.

(5)  This  Withholding  Election is made prior to the Tax Date and is  otherwise
     timely made pursuant to the Option Agreement.

(6)  I further understand that the Company shall withhold from the Option Shares
     a number of shares of Common Stock having the value  specified in Paragraph
     4 above.

(7)  Capitalized  terms  used in this  Notice of  Withholding  Election  without
     definition shall have the meanings given to them in the Option Agreement.


Dated: ____________________   ___________________________________
                                   Legal Signature

___________________________   ___________________________________ 
Social Security Number                  Name
                                      (Printed)

___________________________________
Street Address

___________________________________                       
City, State, Zip Code