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                                                                    EXHIBIT 10.3
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                         DENDRITE INTERNATIONAL, INC.
                       1997 EMPLOYEE STOCK PURCHASE PLAN

 
          1.  Purpose.  The purpose of the Dendrite International, Inc. 1997
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Employee Stock Purchase Plan (the "Plan") is to provide employees of Dendrite
International, Inc. (the "Company") and its subsidiaries with an opportunity to
acquire an interest in the Company through the purchase of Common Stock of the
Company, no par value per share (the "Common Stock") with accumulated payroll
deductions.  The Company intends the Plan to qualify as an "employee stock
purchase plan" within the meaning of Section 423 of the Internal Revenue Code of
1986, as amended (the "Code"), and the provisions of the Plan shall be construed
in a manner consistent with the requirements of Section 423 of the Code.

          2.  Definitions.
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              a.  "Authorization Form" shall mean a form supplied by and
delivered to the Company by a Participant authorizing payroll deductions as set
forth in Section 5 hereof and such other terms and conditions as the Company
from time to time may determine.

              b.  "Board" shall mean the Board of Directors of the Company.

              c.  "Committee" shall mean a committee of at least three members
of the Board appointed by the Board to administer the Plan and to perform the
functions set forth herein and who are "non-employee directors" within the
meaning of Rule 16b-3 as promulgated under Section 16 of the Securities Exchange
Act of 1934 (the "Exchange Act").

              d.  "Compensation" shall mean the base salary or wage payable by
the Company to an Employee, including an Employee's portion of salary deferral
contributions pursuant to Section 401(k) of the Code and any amount excludable
pursuant to Section 125 of the Code, but excluding any bonus, fee, overtime pay,
severance pay, or other special emolument or any credit or benefit under any
employee plan maintained by the Company.

              e.  "Designated Subsidiaries" shall mean all Subsidiaries unless
designated to the contrary by the Board from time to time, in its sole
discretion, as not eligible to participate in the Plan.
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              f.  "Eligible Employee" shall mean any Employee of the Company or
a Subsidiary excluding:

              (1) any Employee who customarily is employed for twenty (20) hours
          per week or less;

              (2) any Employee who customarily is employed for not more than
          five (5) months in a calendar year; or

              (3) any Employee who would own (immediately after the grant of an
          option under the Plan and applying the rules of Section 424(d) of the
          Code in determining stock ownership) shares, and/or hold outstanding
          options to purchase shares, possessing five percent (5%) or more of
          the total combined voting power or value of all classes of shares of
          the Company.

              g.  "Employee" shall mean any person, including an officer, who is
regularly employed by the Company or one of its Designated Subsidiaries.

              h.  "Exercise Date" shall mean the last business day of each
Offering Period in which payroll deductions are made under the Plan.

              i.  "Fair Market Value" per share as of a particular date shall
mean the last reported sale price (on that date) of the Common Stock on the
NASDAQ National Market List.

              j.  "Offering Date" shall mean the first business day of each
Offering Period of each Plan Year.

              k.  "Offering Period" shall mean a period of time as determined
from time to time by the Committee during the effectiveness of the Plan.

              l.  "Participant" shall mean an Employee who participates in the
Plan.

              m.  "Plan Year" shall mean the period beginning on April 1, 1997
and ending on December 31, 1997 and each calendar year thereafter.

              n.  "Subsidiary" shall mean any corporation, if any, having the
relationship to the Company described in Section 424(f) of the Code.

          3.  Eligibility and Participation.
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                                      -2-
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              a.  Any person who is an Eligible Employee on an Offering Date
shall be eligible to become a Participant in the Plan beginning on that Offering
Date and shall become a Participant as of that Offering Date by (i) completing
an Authorization Form and filing it with the Company by the date required by the
Company, (ii) properly completing enrollment over the telephone through the
voice response system ("VRS") maintained by the Plan's administrator or (iii)
speaking with a customer service representative of the Plan's administrator.
Such authorization will remain in effect for subsequent Offering Periods, until
modified or terminated by the Participant.

              b.  Any person who first becomes an Eligible Employee during an
Offering Period shall be eligible to become a Participant in the Plan as of the
first day of the Offering Date occurring after the date on which that person
became an Eligible Employee and shall become a Participant as of such date by
(i) completing an Authorization Form and filing it with the Company by the date
required by the Company, (ii) properly completing enrollment over the telephone
through the VRS maintained by the Plan's administrator or (iii) speaking with a
customer service representative of the Plan's administrator.  Such authorization
will remain in effect for subsequent Offering Periods, until modified or
terminated by the Participant.

              c.  A person shall cease to be a Participant upon the earliest to
occur of:

              (1) the date the Participant ceases to be an Eligible Employee,
          for any reason;

              (2) the first day of the Offering Period beginning after the date
          on which the Participant ceases payroll deductions under the Plan; or

              (3) the date of a withdrawal from the Plan by the Participant.

          4.  Grant of Option.
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              a.  On each Offering Date the Company shall grant each Eligible
Employee an option to purchase shares of Common Stock, subject to the
limitations set forth in Sections 3.b., 3.c. and 10 hereof.

              b.  The option price per share of the Common Stock subject to an
offering shall be the lesser of:  (i) eighty-five percent (85%) of the Fair
Market Value of a share of Common Stock on the Offering Date or (ii) eighty-five
percent (85%) of the Fair Market Value of a share of Common Stock on the
Exercise Date.

                                      -3-
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              c.  No Participant shall be granted an option which permits his
rights to purchase Common Stock under all employee stock purchase plans of the
Company to accrue at a rate which exceeds $25,000 of the Fair Market Value of
the Common Stock (determined at the time the option is granted) for each
calendar year in which such stock option is outstanding at any time.

          5.  Payroll Deductions.
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              a.  A Participant may, in accordance with rules adopted by the
Committee, submit an Authorization Form or, provide proper instructions via the
Plan's 800 telephone number that authorize a payroll deduction of any whole
percentage from one (1) percent to ten (10) percent of such Participant's
Compensation on each pay period during the Offering Period.  A Participant may
increase or decrease such payroll deduction (including a cessation of payroll
deductions) effective as of January 1, April 1, July 1 and October 1 of each
Plan Year, provided the Employee files with the Company the Authorization Form
requesting such change by the date required by the Company.

              b.  All payroll deductions made by a Participant shall be credited
to such Participant's account under the Plan.  A Participant may not make any
additional payments into such account.

          6.  Exercise of Option.
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              a.  Unless a Participant withdraws from the Plan as provided in
Section 8 hereof, such Participant's election to purchase shares will be
exercised automatically on the Exercise Date, and the maximum number of full and
fractional shares subject to such option will be purchased for such Participant
at the applicable option price with the accumulated payroll deductions and cash
dividends (credited pursuant to Section 9 hereof) in such Participant's account.
During a Participant's lifetime, his or her option to purchase shares hereunder
is exercisable only by such Participant.

              b.  The shares of Common Stock purchased upon exercise of an
option hereunder shall be credited to the Participant's account under the Plan
and shall be deemed to be transferred to the Participant on the Exercise Date
and, except as otherwise provided herein, the Participant shall have all rights
of a stockholder with respect to such shares.

          7.  Delivery of Common Stock.  As promptly as practicable after
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receipt by the Committee of a written request or, if applicable, request via the
Plan's 800 telephone number for withdrawal of Common Stock from any Participant,
the Company shall arrange the delivery to such Participant of a stock
certificate representing the shares of Common Stock which the Participant
requests to withdraw.  Withdrawals may be 

                                      -4-
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made no more frequently than twice each Plan Year unless approved by the
Committee in its sole discretion. Shares of Common Stock received upon stock
dividends or stock splits shall be treated as having been purchased on the
Exercise Date of the shares to which they relate.

          8.  Withdrawal; Termination of Employment.
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              a.  A Participant may withdraw all, but not less than all, the
payroll deductions and cash dividends credited to such Participant's account
(that have not been used to purchase shares of Common Stock) under the Plan at
any time by giving written notice to the Company received at least 15 days prior
to the Exercise Date.  All such payroll deductions and cash dividends credited
to such Participant's account will be paid to such Participant promptly after
receipt of such Participant's notice of withdrawal and such Participant's option
for the Offering Period in which the withdrawal occurs will be automatically
terminated.  No further payroll deductions for the purchase of shares of Common
Stock will be made for such Participant during such Offering Period, and any
additional cash dividends during the Offering Period will be distributed to the
Participant.

              b.  Upon termination of a Participant's status as an Employee
during the Offering Period for any reason, including voluntary termination,
retirement or death, the payroll deductions and cash dividends credited to such
Participant's account that have not been used to purchase shares of Common Stock
will be returned (and any future cash dividends will be distributed) to such
Participant or, in the case of such Participant's death, his estate, and such
Participant's option will be automatically terminated.  A Participant's status
as an Employee shall not be considered terminated in the case of a leave of
absence agreed to in writing by the Company (including, but not limited to,
military and sick leave), provided that such leave is for a period of not more
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than ninety (90) days or reemployment upon expiration of such leave is
guaranteed by contract or statute.

              c.  A Participant's withdrawal from an offering will not have any
effect upon such Participant's eligibility to participate in a succeeding
offering or in any similar plan which may hereafter be adopted by the Company.

          9.  Dividends.
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              a.  Cash dividends paid on Common Stock held in a Participant's
account shall be credited to such Participant's account and used in addition to
payroll deductions to purchase shares of Common Stock on the Exercise Date.
Dividends paid in Common Stock or stock splits of the Common Stock shall be
credited to the accounts of Participants.  Dividends paid in property other than
cash or Common Stock shall be distributed to Participants as soon as
practicable.

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              b.  No interest shall accrue on or be payable with respect to the
payroll deductions or credited cash dividends of a Participant in the Plan.

          10. Stock.
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               a. The maximum number of shares of Common Stock which shall be
reserved for sale under the Plan shall be 150,000, subject to adjustment upon
the occurrence of an event as provided in Section 14 hereof.  If the total
number of shares which would otherwise be subject to options granted pursuant to
Section 4.a. hereof on an Offering Date exceeds the number of shares then
available under the Plan (after deduction of all shares for which options have
been exercised or are then outstanding), the Committee shall make a pro rata
allocation of the shares remaining available for option grant in as uniform a
manner as shall be practicable and as it shall determine to be equitable.  In
such event, the Committee shall give written notice to each Participant of such
reduction of the number of option shares affected thereby and shall similarly
reduce the rate of payroll deductions, if necessary.

              b.  Shares of Common Stock to be delivered to a Participant under
the Plan will be registered in the name of the Participant or, at the election
of the Participant, in the name of the Participant and another person as joint
tenants with rights of survivorship.

          11. Administration.  The Plan shall be administered by the Committee,
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and the Committee may select an administrator to whom its duties and
responsibilities hereunder may be delegated.   The Committee shall have full
power and authority, subject to the provisions of the Plan, to promulgate such
rules and regulations as it deems necessary for the proper administration of the
Plan, to interpret the provisions and supervise the administration of the Plan,
and to take all action in connection therewith or in relation thereto as it
deems necessary or advisable.  Any decision reduced to writing and signed by a
majority of the members of the Committee shall be fully effective as if it had
been made at a meeting duly held.  The Company will pay all expenses incurred in
the administration of the Plan.  No member of the Committee shall be personally
liable for any action, determination, or interpretation made in good faith with
respect to the Plan, and all members of the Committee shall be fully indemnified
by the Company with respect to any such action, determination or interpretation.

          12. Transferability.  Neither payroll deductions credited to a
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Participant's account nor any rights with regard to the exercise of an option or
to receive shares under the Plan may be assigned, transferred, pledged or
otherwise disposed of in any way (other than by will, the laws of descent and
distribution) by the Participant.  Any such attempt at assignment, transfer,
pledge or other disposition shall be without effect, except that the Company may
treat such act as an election to withdraw funds in accordance with Section 8
hereof.

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          13. Use of Funds.  All payroll deductions received or held by the
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Company under the Plan may be used by the Company for any corporate purpose, and
the Company shall not be obligated to segregate such payroll deductions.

          14. Effect of Certain Changes.  In the event of any increase,
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reduction, or change or exchange of shares of Common Stock for a different
number or kind of shares or other securities of the Company by reason of a
reclassification, recapitalization, merger, consolidation, reorganization, stock
dividend, stock split or reverse stock split, combination or exchange of shares,
repurchase of shares, change in corporate structure, distribution of an
extraordinary dividend or otherwise, the Committee shall conclusively determine
the appropriate equitable adjustments, if any, to be made under the Plan,
including without limitation adjustments to the number of shares of Common Stock
which have been authorized for issuance under the Plan but have not yet been
placed under option, as well as the price per share of Common Stock covered by
each option under the Plan which has not yet been exercised.

          15. Amendment or Termination.  The Board may at any time terminate or
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amend the Plan.  Except as provided in Section 14 hereof, no such termination
can adversely affect options previously granted and no amendment may make any
change in any option theretofore granted which adversely affects the rights of
any Participant.  No amendment shall be effective unless approved by the
stockholders of the Company if stockholder approval of such amendment is
required to comply with any law, regulation or stock exchange rule.

          16. Notices.  All notices or other communications by a Participant to
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the Company under or in connection with the Plan shall be deemed to have been
duly given when received in the form specified by the Company at the location,
or by the person, designated by the Company for the receipt thereof, including,
if applicable, via the Plan's 800 telephone number.

          17. Regulations and other Approvals;
              Governing Law.
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              a.  This Plan and the rights of all persons claiming hereunder
shall be construed and determined in accordance with the laws of the State of
New Jersey applicable to contracts made and to be performed in such State.

              b.  The obligation of the Company to sell or deliver shares of
Common Stock with respect to options granted under the Plan shall be subject to
all applicable laws, rules and regulations,  including all applicable Federal
and state securities laws, and the obtaining of all such approvals by
governmental agencies as may be deemed necessary or appropriate by the
Committee.

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              c.  The Plan is intended to comply with Rule 16b-3 as promulgated
under Section 16 of the Exchange Act and the Committee shall interpret and
administer the provisions of the Plan in a manner consistent therewith.  Any
provisions inconsistent with such Rule shall be inoperative and shall not affect
the validity of the Plan.

          18. Withholding of Taxes.  If the Participant makes a disposition,
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within the meaning of Section 424(c) of the Code and regulations promulgated
thereunder, of any share or shares issued to such Participant pursuant to such
Participant's exercise of an option, and such disposition occurs within the two-
year period commencing on the day after the Offering Date or within the one-year
period commencing on the day after the Exercise Date, such Participant shall,
within five (5) days of such disposition, notify the Company thereof and
thereafter immediately deliver to the Company any amount of Federal, state or
local income taxes and other amounts which the Company informs the Participant
the Company is required to withhold.

          19. Effective Date; Approval of Stockholders.  The Plan is effective
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as of April 1, 1997.  The Plan shall be submitted to the stockholders of the
Company for their approval within twelve (12) months after the date the Plan is
adopted.  The Plan is conditioned upon the approval of the stockholders of the
Company, and failure to receive their approval shall render the Plan and all
outstanding options issued thereunder void and of no effect.

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