Exhibit 10.2

                             DATAHAND SYSTEMS, INC.
                      1993 INCENTIVE STOCK OPTION AGREEMENT
                         (For FY 2000 Contract Employee)

     This  Option  Agreement  is made and entered  into by and between  DataHand
Systems, Inc, a Delaware corporation  (hereinafter referred to as the "Company")
and  __________  (hereinafter  referred to as  "Contract  Employee"),  as of the
__________ which date is hereinafter referred to as the ("Date of Grant").

                                   WITNESSETH:

     WHEREAS,  the Company has adopted  the 1993  Industrial  Innovations,  Inc.
Long-Term  Incentive  Plan  (the  "Plan")  as  an  incentive  to  encourage  key
employees,  key contract  employees and officers of the Company to remain in its
employment  and to enhance the  ability of the Company to attract new  employees
and  contract  employs  whose  services  are  considered  unusually  valuable by
providing an  opportunity  to have a proprietary  interest in the success of the
Company; and

     WHEREAS,  the  Board  believes  that  the  granting  of the  Option  herein
described to Contract  Employee is consistent with the stated purposes for which
the Plan was adopted;

     NOW,  THEREFORE,  in  consideration  of the mutual covenants and conditions
hereinafter set forth and for other good and valuable consideration, the Company
and Contract Employee agree as follows:

     1. Grant of Option.  The Company  hereby  grants to Contract  Employee  the
right and option  (hereinafter  referred  to as the  "Option")  to  purchase  an
aggregate of  __________  shares (such number  being  subject to  adjustment  as
provided  in Article 11 of the Plan) of the common  stock of  DataHand  Systems,
Inc. (the "Stock") on the terms and conditions herein set forth. This Option may
be exercised in whole or in part and from time to time as hereinafter provided.

     The Option granted  hereunder is intended to qualify as an "incentive stock
option" under Section 422 of the Internal Revenue Code, as amended.

     2. Purchase Price.  The price at which Contract  Employee shall be entitled
to purchase the Stock covered by the Option shall be __________ per share, which
price is the fair market value of the Stock on the Date of Grant.

     3. Term of Option.  The Option hereby  granted shall be and remain in force
and effect for a period of __________  from in the Date of Vesting,  through and
including the normal close of business of the Company on __________ (hereinafter
referred to as the "Expiration Date's subject to earlier termination as provided
in paragraphs 7, 8 and 10 hereof.

     4. Exercise of Option.  The Option may be exercised by Contract Employee at
any time and from time to time on or after __________ and through the Expiration
Date as to all or any part of the  shares  covered  hereby  by  delivery  to the
Company of written  notice of  exercise  and  payment of the  purchase  price as
provided in paragraphs 5 and 6 hereof

     In the event of a public  tender for all or any portion of the Stock of the
Company or in the event  that a proposal  to merge,  consolidate,  or  otherwise
combine with another  company is submitted for shareholder  approval,  the Board
may in its sole discretion declare the Option to be immediately exercisable even
if the original  date for the exercise of the Option,  as set forth in the first
paragraph of this paragraph 4, has not yet passed.

Additionally,  in the event of a Change of Control (as defined in the Plan), the
Options under this Agreement shall become  immediately  exercisable  even if the
original date for the exercise of the Option has not yet passed

     5. Method of Exercising Option. Subject to the terms and conditions of this
Option Agreement,  the Option may be exercised by timely delivery to the Company
of written  notice,  which notice shall be effective on the date received by the
Company  (the  "Effective  Date").  The notice shall state  Contract  Employee's
election  to exercise  the  Option,  the number of shares in respect of which an
election to exercise has been made, the method of payment elected (see paragraph
6 hereof),  the exact name or names in which the shares will be  registered  and
the Social Security number of Contract Employee.  Such notice shall be signed by
the Contract  Employee and shall be accompanied by payment of the purchase price
of such  shares.  In the  event the  Option  shall be  exercised  by a person or
persons other than Contract Employee pursuant to paragraph 8 hereof, such notice
shall be signed by such other  person or  persons  and shall be  accompanied  by
proof  acceptable to the Company of the legal right of such person or persons to
exercise the Option.  All shares  delivered by the Company upon  exercise of the
Option as provided herein shall be fully paid and nonassessable upon delivery.
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     6.  Method of  Payment  for  Options.  Payment  for shares  purchased  upon
exercise of the Option,  shall be in cash or by certified or cashier's  check in
the amount of the full  purchase  price (the  number of shares  being  purchased
multiplied by the price per share).  In lieu of payment as above  provided,  the
Contract  Employee  may choose to pay all or any part of the  purchase  price by
surrendering  to the Company  shares of Stock of the  Company  then owned by the
Contract  Employee.  Should Contract  Employee elect to pay all or a part of the
purchase price by delivery of Stock, the Stock so delivered shall be valued, for
purposes of this  Agreement,  at the Fair  Market  Value of such shares (as such
Fair Market Value is determined pursuant to the Plan).

     7  Termination  of  Employment.  In  the  event  that  Contract  Employee's
employment  terminates  for any  reason  other  than for  cause,  then  Contract
Employee may at any time within three (3) months next  succeeding  the effective
date of  termination  of  employment  exercise  the  Option to the  extent  that
Contract   Employee  was  entitled  to  exercise  the  Option  at  the  date  of
termination, provided that in no event shall the Option, or any part thereof, be
exercisable  after the Expiration  Date. In the event that Contract  Employee is
terminated for cause, these options terminate immediately.

     8.  Death of  Contract  Employee.  In the  event of the  death of  Contract
Employee  within a period during which the Option,  or any part  thereof,  could
have been  exercised  by Contract  Employee,  including  three (3) months  after
termination (the "Option Period"), the Option shall lapse unless it is exercised
within the Option  Period and in no event later than  fifteen  (15) months after
the  date  of  Contract  Employee's  death  by  the  Contract  Employee's  legal
representative or  representatives or by the person or persons entitled to do so
under Contract  Employee's  last will and testament or if the Contract  Employee
fails to make a testamentary  disposition of such Option or shall die intestate,
by the person or persons  entitled to receive such Option  under the  applicable
laws of descent and distribution. An Option may be exercised following the death
of the  Contract  Employee  only if the Option was  exercisable  by the Contract
Employee  immediately  prior to his death. In no event shall the Option,  or any
part thereof, be exercisable after the Expiration Date. The Committee shall have
the right to require evidence  satisfactory to it of the rights of any person or
persons  seeking to exercise the Option  under this  paragraph 8 to exercise the
Option.

     9. Nontransferability. The Option granted by this Option Agreement shall be
exercisable  only during the term of the Option  provided in  paragraph 3 hereof
and, except as provided in paragraphs 7 and 8 above,  only by Contract  Employee
during his  lifetime  and while a Contract  Employee of the  Company.  No Option
granted by this Option.  Agreement shall be  transferable  by Contract  Employee
other than by will or pursuant to applicable  laws of descent and  distribution.
The Option granted by the Option  Agreement shall be subject to the restrictions
on transfer as set forth in Section 13 of the Plan.

     10.  Adjustments in Number of Shares and Option Price. In the event a stock
dividend is declared upon the Stock,  the remaining shares of Stock then subject
to this  Option  shall be  increased  proportionately  without any change in the
aggregate purchase price therefore. In the event the Stock shall be changed into
or exchanged  for a different  number or class of shares of stock of the Company
or  corporation,   whether  through  reorganization,   recapitalization,   stock
split-up,  combination of shares, consolidation,  there shall be substituted for
each such  remaining  share of Stock then  subject to this Option the number and
class of shares of stock into which each outstanding  share of Stock shall be so
exchanged, all without any change in the aggregate purchase price for the shares
then subject to the Option.

     11. Delivery of Shares. No shares of Stock shall be delivered upon exercise
of the Option until (i) the  purchase  price shall have been paid in full in the
manner herein provided;  (ii) applicable taxes regained to be withheld have been
paid or withheld in full-, (iii) approval of any governmental authority required
in connection with the Option,  or the issuance of shares  thereunder,  has been
received  by the  Company;  and  (iv) if  required  by the  Committee,  Contract
Employee has delivered to the Committee an Investment Letter in form and content
satisfactory to the Company as provided in paragraph 12 hereof.

     12.  Securities  Act.  The  Company  shall  have  the  fight,  but  not the
obligation, to cause the shares of Stock issuable upon exercise of the Option to
be registered under the appropriate  rules and regulations of the Securities and
Exchange Commission.

     The Company  shall not be required to deliver any shares of Stock  pursuant
to the  exercise  of all or any part of the Option if, in the opinion of counsel
for the Company,  such issuance  would violate the Securities Act of 1933 or any
other applicable federal or state securities laws or regulations.  The Committee
may require  that  Contract  Employee,  prior to the issuance of any such shares
pursuant to  exercise  of the Option,  sign and deliver to the Company a written
statement ("Investment Letter") stating (i) that Contract Employee is purchasing
the  shares  for  investment  and not  with a view to The  sale or  distribution
thereof;  (ii) that  Contract  Employee  will not sell any shares  received upon
exercise of the Option or any other shares of the Company that Contract Employee
may then own or  thereafter  acquire  except  either  (a)  through a broker on a
national  securities  exchange  or (b) with the prior  written  approval  of the
Company; and (iii) containing such other terms and conditions as counsel for the
Company may reasonably  require to assure  compliance with the Securities Act of
1933 or other applicable federal or state securities laws and regulations.  Such
Investment  Letter shall be in form and content  acceptable  to the Committee in
its sole discretion.

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     If shares of Stock or other securities issuable pursuant to the exercise of
the Option have not been  registered  under the  Securities Act of 1933 or other
applicable  federal or state securities laws or regulations,  such  shares-shall
bear a  legend  restricting  the  transferability  thereof,  such  legend  to be
substantially in the following form:

     "The shares  represented by this  certificate  have not been  registered or
     qualified  under federal or state  securities  laws.  The shares may not be
     offered  for  sale,  sold,  pledged  or  otherwise  disposed  of  unless so
     registered  or  qualified,  unless  an  exemption  exists  or  unless  such
     disposition is not subject to the federal or state securities laws, and the
     availability  of any exemption or the  inapplicability  of such  securities
     laws must be  established  by an  opinion of  counsel,  which  opinion  and
     counsel shall both be reasonably satisfactory to the Company."

     13.  Federal and State  Taxes.  Upon  exercise  of the Option,  or any part
thereof, the Contract Employee may incur certain liabilities for federal,  state
or local taxes and the Company may be required by law to withhold such taxes for
payment to taxing  authorities.  Upon determination by the Company of the amount
of taxes  required  to be  withheld,  if any,  with  respect to the shares to be
issued  pursuant to the exercise of the Option,  Contract  Employee shall either
pay, in cash or by certified or cashier's  check, to the Company an amount equal
to the taxes required to be paid on such transaction or Contract  Employee shall
authorize  the Company to withhold  from monies owing by the Company to Contract
Employee an amount equal to the amount of federal, state or local taxes required
to be  withheld  with  respect to the shares to be issued  upon  exercise of the
Option.  Authorization of the Contract Employee to the Company to withhold taxes
pursuant  to this  paragraph  shall be in form  and  content  acceptable  to the
Committee. Payment or authorization to withhold taxes by Contract Employee shall
be completed prior to the delivery of any shares pursuant to this

Option Agreement.  An authorization to withhold taxes pursuant to this provision
shall be  irrevocable  unless and until the tax  liability  of Employee has been
fully paid.

     14.  Definitions:  Copy of Plan.  To the extent not  specifically  provided
herein,  all capitalized terms used in this Option Agreement shall have the same
meanings  ascribed  to them in the Plan.  By the  execution  of this  Agreement,
Contract Employee acknowledges receipt of a copy of the Plan

     15. Administration.  This Option Agreement shall at all times be subject to
the terms  arid  conditions  of the Plan and the Plan shall in all  respects  be
administered by the Board in accordance with the terms of and as provided in the
Plan. The Board shall have the sole and complete  discretion with respect to all
matters  reserved to it by the Plan and  decisions  of the majority of the Board
with  respect  thereto and to this Option  Agreement  shall be final and binding
upon Contract Employee and the Company. In the event of any conflict between the
terns and  conditions of this Option  Agreement and the Plan,  the provisions of
the Plan shall control.

     16.  Continuation  of  Employment.  This  Option  Agreement  shall  not  be
construed to confer upon  Contract  Employee any right to continue in the employ
of the  Company  and  shall not  limit  the  right of the  Company,  in its sole
discretion, to terminate die employment of Contract Employee at any time.

     17.  Obligation to Exercise.  Contract Employee shall have no obligation to
exercise any option granted by this Agreement.

     18.   Governing  Law.  This  Option  Agreement  shall  be  interpreted  and
administered under the laws of the State of Arizona.

     19  Amendments.  This  Option  Agreement  may be amended  only by a written
agreement  executed  by the  Company  and  Contract  Employee.  The  Company and
Contract  Employee   acknowledge  that  changes  in  federal  tax  laws  enacted
subsequent to the Date of Grant,  and applicable to stock  options,  may provide
for tax  benefits to the Company or Contract  Employee.  In any such event,  the
Company and Contract Employee agree that this Option Agreement may be amended as
necessary to secure for the Company and Contract  Employee any benefits that may
result firm such  legislation.  Any such  amendment  shall be made only upon the
mutual  consent of the parties,  which consent (of either party) may be withheld
for any reason.

     IN WITNESS WHEREOF, the Company has caused this Option Agreement to be duly
executed by its officers  thereunto duly authorized,  and Contract  Employee has
hereunto set his (her) hand as of the day and year first above written

     Contract Employee
                                        DATAHAND SYSTEMS, INC.
                                        Its: CEO

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