<PAGE>   1
                                                                   EXHIBIT 10.14

                                 AMERALIA, INC.
                         2001 DIRECTORS' INCENTIVE PLAN

                           As Adopted April 16,, 2001



1        PURPOSE.  The purpose of this Plan is to provide incentives to attract,
         retain and motivate persons whose present and potential contributions
         as members of the Board of AmerAlia, Inc. are important to AmerAlia's
         success and the success of its Subsidiaries, by offering them an
         opportunity to participate in AmerAlia's future performance through
         awards of Options. Capitalized terms not defined in the text are
         defined in Section 15.

2        SHARES SUBJECT TO THE PLAN.

2.1      NUMBER OF SHARES AVAILABLE. Subject to Section 2.2, the total number of
         Shares reserved and available for grant and issuance pursuant to this
         Plan will be 1,000,000 Shares of AmerAlia common stock. Subject to
         Section 2.2, Shares that are subject to issuance upon exercise of an
         Option but cease to be subject to such Option for any reason other than
         exercise of such Option will again be available for grant and issuance
         in connection with future Options under this Plan. At all times
         AmerAlia shall reserve and keep available a sufficient number of Shares
         as shall be required to satisfy the requirements of all outstanding
         Options granted under this Plan.

2.2      ADJUSTMENT OF SHARES. In the event that the number of outstanding
         Shares is changed by a stock dividend, recapitalization, stock split,
         reverse stock split, subdivision, combination, reclassification or
         similar change in the capital structure of AmerAlia without
         consideration, then

(a)      the number of Shares reserved for issuance under this Plan, and

(b)      the Exercise Prices of and number of Shares subject to outstanding
         Options, will be proportionately adjusted, subject to any required
         action by the Board or the shareholders of AmerAlia and compliance with
         applicable securities laws; provided, however, that fractions of a
         Share will not be issued but will either be replaced by a cash payment
         equal to the Fair Market Value of such fraction of a Share or will be
         rounded up to the nearest whole Share, as determined by the Committee.

3        ELIGIBILITY. Outside Directors are eligible to receive options pursuant
         to this Plan. A person may be granted more than one award under this
         Plan.

4        OPTIONS.

4.1      OPTION GRANT. Each Outside Director will receive:

(a)      an Option to purchase 75,000 shares of AmerAlia common stock when such
         person is appointed to the Board and accepts such appointment; and

(b)      an Option to purchase 37,500 shares of AmerAlia common stock on July 1
         of each year if such person is an Outside Director on such date.



AmerAlia, Inc. 2001 Directors' Incentive Plan                             Page 1
<PAGE>   2


4.2      FORM OF OPTION GRANT. Each Option granted under this Plan will be
         evidenced by an Option Agreement, and will be in the form of Exhibit
         "A" to this Plan, such stock option agreement must be accepted by the
         Outside Director within 45 days after the Date of Grant to be
         effective. Any Option not accepted by such Outside Director in writing
         within such 45 day period shall expire and be terminated without
         further action.

4.3      DATE OF GRANT. The Date of Grant of an Option will be:

(a)      with respect to Options granted pursuant to Section 4.1(a), above, the
         date the Outside Director accepts his or her appointment to the Board
         or the date this Plan is adopted by the Board, whichever is later; and

(b)      with respect to Options granted pursuant to Section 4.1(b), above,
         July 1 of each year such person is an Outside Director.

4.4      EXERCISE PERIOD.

(a)      Options granted to persons at the time this Plan is adopted will be
         exercisable for a period commencing six months after the Date of Grant
         and ending April 30, 2005.

(b)      Except with respect to Options granted to persons at the time this Plan
         was adopted, each option will be exercisable commencing six months
         after the Date of Grant, for three years after the Date of Grant.

4.5      EXERCISE PRICE. The Exercise Price of an Option will be:

(a)      $1.09 per share for Options granted to persons at the time this Plan is
         adopted;

(b)      The Fair Market Value of the Shares underlying the Options during the
         month immediately preceding the Date of Grant for options granted
         pursuant to Section 4.1(a) hereof; and

(c)      The Fair Market Value of the Shares underlying the Options during the
         month of June immediately preceding the Date of Grant for options
         granted pursuant to Section 4.1(b) hereof.

4.6      METHOD OF EXERCISE. Options may be exercised only by delivery to
         AmerAlia of a written stock option subscription agreement (the
         "Subscription Agreement") in a form attached hereto, together with
         payment in full of the Exercise Price for the number of Shares being
         purchased.

4.7      TERMINATION. Notwithstanding the exercise periods set forth in the
         Stock Option Agreement, exercise of an Option will always be subject to
         the following:

(a)      If the Outside Director is Terminated for any reason except death, then
         the Outside Director may exercise Options held by the Outside Director
         during the period ending three (3) months after the Termination Date,
         but in any event, no later than the expiration date of the Options.

(b)      If the Outside Director is Terminated because of death, then the
         Options held by the Outside Director may be exercised during the period
         ending twelve (12) months after the Termination Date, but in any event
         no later than the expiration date of the Options.



AmerAlia, Inc. 2001 Directors' Incentive Plan                             Page 2
<PAGE>   3


5        PAYMENT FOR OPTION EXERCISE. Payment for option exercise must be made
         in the manner set forth in the Option Agreement.

6        WITHHOLDING TAXES.

6.1      WITHHOLDING GENERALLY. Whenever Shares are to be issued upon exercise
         of Options granted under this Plan, AmerAlia may require the Outside
         Director to remit to AmerAlia an amount sufficient to satisfy federal,
         state and local withholding tax requirements prior to the delivery of
         any certificate or certificates for such Shares.

6.2      STOCK WITHHOLDING. When, under applicable tax laws, an Outside Director
         incurs tax liability in connection with the exercise of any Option that
         is subject to tax withholding and the Outside Director is obligated to
         pay AmerAlia the amount required to be withheld, the Board may in its
         sole discretion allow the Outside Director to satisfy the minimum
         withholding tax obligation by electing to have AmerAlia withhold from
         the Shares to be issued that number of Shares having a Fair Market
         Value equal to the minimum amount required to be withheld, determined
         on the date that the amount of tax to be withheld is to be determined.
         All elections by an Outside Director to have Shares withheld for this
         purpose will be made in accordance with the requirements established by
         the Committee and be in writing in a form acceptable to the Committee

7        CERTIFICATES. All certificates for Shares delivered upon the exercise
         of an Option granted under this Plan will be subject to such stock
         transfer orders, legends and other restrictions as the Committee may
         deem necessary or advisable, including restrictions under any
         applicable federal, state or foreign securities law, or any rules,
         regulations and other requirements of the SEC or any stock exchange or
         automated quotation system upon which the Shares may be listed or
         quoted.

8        SECURITIES LAW AND OTHER REGULATORY COMPLIANCE.

8.1      COMPLIANCE WITH LAWS REQUIRED. An Option will not be effective unless
         such Option is in compliance with all applicable federal and state
         securities laws, rules and regulations of any governmental body, and
         the requirements of any stock exchange or automated quotation system
         upon which the Shares may then be listed or quoted, as they are in
         effect on the Date of Grant of the Option and also on the date of
         exercise or other issuance.

8.2      OBLIGATION TO ISSUE CERTIFICATES. Notwithstanding any other provision
         in this Plan, AmerAlia will have no obligation to issue or deliver
         certificates for Shares issuable upon exercise of an Option granted
         under this Plan prior to:

(a)      obtaining any approvals from governmental agencies that AmerAlia
         determines are necessary or advisable; and/or

(b)      completion of any registration or other qualification of such Shares
         under any state or federal law or ruling of any governmental body that
         AmerAlia determines to be necessary or advisable.

8.3      NO REGISTRATION OBLIGATION. AmerAlia will be under no obligation to
         register the Shares with the SEC or to effect compliance with the
         registration, qualification or listing requirements of any



AmerAlia, Inc. 2001 Directors' Incentive Plan                             Page 3
<PAGE>   4


         state securities laws, stock exchange or automated quotation system,
         and AmerAlia will have no liability for any inability or failure to do
         so.

9        NO OBLIGATION TO RETAIN. Nothing in this Plan or any Option granted
         under this Plan will confer or be deemed to confer on any Outside
         Director any right to continue to stand for election as a director of,
         or to continue any other relationship with, AmerAlia or any Parent or
         Subsidiary of AmerAlia, or limit in any way the right of AmerAlia or
         any Parent or Subsidiary of AmerAlia to terminate any relationship with
         the Outside Director at any time, with or without cause to the extent
         such relationship is terminable.

10       CORPORATE TRANSACTIONS.

10.1     ASSUMPTION OR REPLACEMENT OF OPTIONS BY SUCCESSOR. In the event of

(a)      a dissolution or liquidation of AmerAlia; or

(b)      a merger or consolidation in which AmerAlia is not the surviving
         corporation (other than a merger or consolidation with a wholly-owned
         subsidiary, a reincorporation of AmerAlia in a different jurisdiction,
         or other transaction in which there is no substantial change in the
         shareholders of AmerAlia or their relative stock holdings and the
         Options granted under this Plan are assumed, converted or replaced by
         the successor corporation, which assumption will be binding on all
         Outside Directors); or

(c)      a merger in which AmerAlia is the surviving corporation but after which
         the shareholders of AmerAlia immediately prior to such merger (other
         than any shareholder that merges, or which owns or controls another
         corporation that merges, with AmerAlia in such merger) cease to own
         their shares or other equity interest in AmerAlia; or

(d)      the sale of substantially all of the assets of AmerAlia,

         any or all outstanding Options may be assumed, converted or replaced by
         the successor corporation (if any), which assumption, conversion or
         replacement will be binding on all Outside Directors. In the
         alternative, the successor corporation may substitute equivalent
         Options or provide substantially similar consideration to Outside
         Directors as was provided to shareholders (after taking into account
         the existing provisions of the Options). If such successor corporation
         (if any) fails or refuses to assume or substitute Options as provided
         above pursuant to a transaction described in this Subsection 10.1, such
         Options will expire on the completion of such transaction.

10.2     OTHER TREATMENT OF OPTIONS. Subject to any greater rights granted to
         Outside Directors under the foregoing provisions of this Section 10, in
         the event of the occurrence of any transaction described in Section
         10.1, any outstanding Options will be treated as provided in the
         applicable agreement or plan of merger, consolidation, dissolution,
         liquidation, sale of assets or other "corporate transaction."

11       ADOPTION AND SHAREHOLDER APPROVAL.



AmerAlia, Inc. 2001 Directors' Incentive Plan                             Page 4
<PAGE>   5

11.1     EFFECTIVENESS. This Plan was adopted by the Board pursuant to
         resolutions effective the date first written above, and is effective
         immediately.

11.2     SHAREHOLDER APPROVAL. The Board may, in its discretion, submit this
         Plan for approval by the shareholders of AmerAlia consistent with
         applicable laws.

11.3     SECTION 16 COMPLIANCE. So long as AmerAlia is subject to Section 16 of
         the Exchange Act, recipients of Options must comply with the reporting
         requirements of Section 16(a) and will be subject to the short-swing
         profit provisions of Section 16(b) of the Exchange Act except to the
         extent an exemption therefrom may be available.

12       TERM OF PLAN/GOVERNING LAW. Unless earlier terminated as provided
         herein, this Plan will terminate ten (10) years from the date this Plan
         is adopted by the Board. This Plan and all agreements thereunder shall
         be governed by and construed in accordance with the laws of the State
         of Utah.

13       AMENDMENT OR TERMINATION OF PLAN. The Board may at any time terminate
         or amend this Plan in any respect, including without limitation
         amendment of any form of Option Agreement or instrument to be executed
         pursuant to this Plan; provided, however, that the Board will not,
         without the approval of the shareholders of AmerAlia, amend this Plan
         in any manner that requires such shareholder approval.

14       NONEXCLUSIVITY OF THE PLAN. Neither the adoption of this Plan by the
         Board, the submission of this Plan to the shareholders of AmerAlia for
         approval, nor any provision of this Plan will be construed as creating
         any limitations on the power of the Board to adopt such additional
         compensation arrangements as it may deem desirable, including, without
         limitation, the granting of stock options and bonuses otherwise than
         under this Plan, and such arrangements may be either generally
         applicable or applicable only in specific cases.

15       DEFINITIONS. As used in this Plan, the following terms will have the
         following meanings:

15.1     "Board" means the Board of Directors of AmerAlia.

15.2     "Committee" means the committee appointed by the Board to administer
         this Plan, or if no such committee is appointed, the Board.

15.3     "Date of Grant" means the date on which an Option is granted pursuant
         to Section 4.3.

15.4     "Exchange Act" means the Securities Exchange Act of 1934, as amended.

15.5     "Exercise Price" means the price at which a holder of an Option may
         purchase the Shares issuable upon exercise of the Option pursuant to
         Section 4.5.

15.6     "Fair Market Value" means, as of any date, the value of a share of
         AmerAlia's common stock determined as follows:



AmerAlia, Inc. 2001 Directors' Incentive Plan                             Page 5
<PAGE>   6


(a)      if such common stock is then quoted on the Nasdaq National Market, its
         average closing price on the Nasdaq National Market for the twenty
         trading days preceding the date of determination as reported in The
         Wall Street Journal;

(b)      if such common stock is publicly traded and is then listed on a
         national securities exchange, its average closing price for the twenty
         trading days preceding the date of determination on the principal
         national securities exchange on which the common stock is listed or
         admitted to trading as reported in The Wall Street Journal;

(c)      if such common stock is publicly traded but is not quoted on the Nasdaq
         National Market nor listed or admitted to trading on a national
         securities exchange, the average of the closing prices for the twenty
         trading days preceding the date of determination as reported in The
         Wall Street Journal or if not reported in The Wall Street Journal, in
         another source for stock price quotations selected by the Committee in
         its sole discretion

(d)      if none of the foregoing is applicable, by the Committee in good faith.

15.7     "Option" means an award of an option to purchase Shares pursuant to
         Section 4.

15.8     "Option Agreement" means, with respect to each Option, the signed
         written agreement between AmerAlia and the Outside Director setting
         forth the terms and conditions of the Option.

15.9     "Outside Director" means any director who is not;

(a)      a current employee of AmerAlia or any Parent or Subsidiary of AmerAlia;

(b)      a former employee of AmerAlia or any Subsidiary of AmerAlia who is
         receiving compensation for prior services (other than benefits under a
         tax-qualified pension plan);

(c)      a current or former officer of AmerAlia or any Subsidiary of AmerAlia;
         or

(d)      currently receiving compensation for personal services in any capacity,
         other than as a director, from AmerAlia or any Subsidiary of AmerAlia.

15.10    "Plan" means this plan, as amended from time to time.

15.11    "SEC" means the Securities and Exchange Commission.

15.12    "Shares" means shares of AmerAlia's Common Stock reserved for issuance
         under this Plan, as adjusted pursuant to Section 2, and any successor
         security.

15.13    "Subsidiary" means any corporation (other than AmerAlia) in an unbroken
         chain of corporations beginning with AmerAlia if each of the
         corporations other than the last corporation in the unbroken chain owns
         stock possessing 50% or more of the total combined voting power of all
         classes of stock in one of the other corporations in such chain.

15.14    "Termination" or "Terminated" means, or purposes of this Plan with
         respect to an Outside Director, that the Outside Director dies,
         resigns, is not re-elected when standing for re-election,



AmerAlia, Inc. 2001 Directors' Incentive Plan                             Page 6
<PAGE>   7


         or is removed by the shareholders from his or her position as an
         Outside Director of AmerAlia or a Subsidiary of AmerAlia. The date on
         which any of the foregoing events takes place shall be the "Termination
         Date".

         This Plan was approved by the Board of Directors of AmerAlia at a
meeting held on April 16, 2001.


         Seal                                  AMERALIA, INC.



                                               By:
                                                  ------------------------------
                                                  Bill H. Gunn, President



ATTEST:
       ---------------------------------
       Robert C.J. van Mourik, Secretary




AmerAlia, Inc. 2001 Directors' Incentive Plan                             Page 7