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                                                                   EXHIBIT 10.7

              CAMBRIDGE TECHNOLOGY PARTNERS (MASSACHUSETTS), INC.
                            1998 STOCK OPTION PLAN
                        Non-Qualified Option Agreement 

Cambridge Technology Partners (Massachusetts), Inc. (the "Company"), a Delaware
corporation, hereby grants to the person named below an option to purchase all
or any part of the number of shares of Common Stock, $0.01 par value (the
"Common Stock"), of the Company (the "Option") under and subject to the
Company's 1998 Stock Option Plan (the "1998 Plan"), exercisable on the following
terms and conditions and those set forth on the reverse side of this
certificate.  This Option is not intended to qualify and shall not be treated as
                             ---                               ---              
an "incentive stock option" under Section 422(b) of the Internal Revenue Code of
1986, as amended from time to time (the "Code").

<TABLE> 
<S>                                                            <C> 
Option to Purchase: (Shares) Shares (the "Option Shares")      Date of Grant: (Grant Date)
-------------------                                            -------------- 
Granted to (the "Optionee"): (Name)                            Option Price: (Price)
----------------------------                                   -------------           
Social Security Number: (SSN)                                  Expiration Date:   25% on (Date)
-----------------------                                        ----------------       
                                                                                  25% on (Date)
                                                                                  25% on (Date)
                                                                                  25% on (Date)
</TABLE>

Vesting Start Date(the "Vesting Start Date"): (Vesting Start Date)
---------------------------------------------                        

Vesting Schedule:  To vest 25.000% on the one year anniversary of the Vesting
----------------   Start Date and an additional 2.083% each month thereafter up
                   to and including the 48th month so that the Option is fully
                   vested 48 months after the vesting start date.


By acceptance of this Option, the Optionee agrees to the terms and conditions on
the reverse side of this certificate and in the Plan.


                                                   /s/ James K. Sims
               -------------------------------     -----------------------------
                           [LOGO]                  JAMES K. SIMS
                                                
                Cambridge Technology Partners     CHIEF EXECUTIVE OFFICER
               ------------------------------- 
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              CAMBRIDGE TECHNOLOGY PARTNERS (MASSACHUSETTS), INC.

                              Terms And Conditions

1.  Plan Incorporated by Reference.  This Option is issued pursuant to the terms
    -------------------------------                                             
    of the Cambridge Technology Partners (Massachusetts), Inc. 1998 Stock Option
    Plan, as amended (the "1998 Plan"). Capitalized terms used and not otherwise
    defined in this certificate have the meanings given to them in the 1998
    Plan. This certificate does not set forth all of the terms and conditions of
    the 1998 Plan, which are incorporated herein by reference. The Management
    Resource Committee of the Board of Directors ("MRC") administers the 1998
    Plan and its determinations regarding the operation of the 1998 Plan are
    final and binding. Copies of the 1998 Plan may be obtained upon written
    request without charge from AST StockPlan, Inc. 250 Broadway, 14/th/ Floor,
    New York, NY, 10007, or on the Knowledge repository found on the internal
    Company web site address: http://w3.ctp.com/.
2.  Option Price.  The price to be paid for each share of Common Stock issued
    -------------                                                            
    upon exercise of the whole or any part of this Option is the Option Price
    set forth on the face of this certificate.
3.  Vesting Schedule.  No portion of this Option may be exercised until the date
    -----------------                                                           
    on which such portion shall have vested. Except as set forth herein, and
    subject to the determination of the Company in its sole discretion to
    accelerate the vesting schedule hereunder due to other circumstances and
    subject to a reduction in the percentage of Option Shares vesting each month
    in the event that the Optionee becomes employed on less than a full-time
    basis (such new percentage shall be determined by the Company at the time
    the Optionee becomes employed on less than a full time basis and shall be
    set forth in a replacement option agreement to be executed at that time),
    this Option shall be vested and exercisable with respect to the percentage
    of the total number of Option Shares as listed on the vesting and exercise
    schedule attached to this certificate.
4.  Exercise of Option.
    -------------------
    (a)  Optionee may exercise only vested portions of this Option and only in
         the following manner. From time to time prior to the earlier to occur
         of (i) the termination hereof in accordance with the provisions of this
         Option, or (ii) the Expiration Date (as set forth in Paragraph 5
         herein) with respect to a given portion of this Option, the Optionee
         may give written notice to the Company of his or her election to
         purchase some or all of the Option Shares for which this Option may be
         exercised at the time of such notice. Said notice shall specify the
         number of Option Shares to be purchased and shall be accompanied (i) by
         payment therefor in cash and (ii) by such agreement, statement or other
         evidence as the Company may require in order to satisfy itself that the
         issuance of the Option Shares being purchased pursuant to such exercise
         and any subsequent resale thereof will be in compliance with applicable
         laws and regulations, including without limitation all applicable
         federal and state securities laws and regulations. This Option shall
         not be exercisable for any fractional share.
    (b)  Certificates for the Option Shares so purchased will be issued to the
         Optionee upon compliance to the satisfaction of the Company with all
         requirements under applicable laws or regulations in connection with
         such issuance, including without limitation, if said Option Shares have
         not been registered under the Securities Act of 1933, as amended (the
         "Act"), receipt of a representation from the Optionee upon each
         exercise of this Option that the Optionee is purchasing the Option
         Shares for his or her own account and not with a view to any resale or
         distribution thereof, the legending of any certificate representing
         said Option Shares, and the imposition of a stop transfer order with
         respect thereto, to prevent a resale or distribution in violation of
         federal or state securities laws. Until the Optionee shall have
         complied with the requirements hereof and of the 1998 Plan, the Company
         shall be under no obligation to issue the Option Shares subject to this
         Option, and the determination of the MRC (as defined in the 1998 Plan)
         as to such compliance shall be final and binding on the Optionee. The
         Optionee shall not be deemed for any purpose to be the owner of any
         Option Shares subject to this Option until such Option Shares shall
         have been issued in accordance with the foregoing provisions.
    (c)  Notwithstanding any other provision hereof or of the 1998 Plan, no
         portion of this Option shall be exercisable (i) after its termination
         in accordance with the provisions hereof, (ii) after the Expiration
         Date applicable thereto (as set forth in Paragraph 5 herein), or (iii)
         at any time unless all necessary regulatory or other approvals have
         been received.
    (d)  To the extent that this Option is not exercised in full, it will be
         deemed to have been exercised first for any remaining Option Shares in
         the Installment (as defined in Paragraph 5 herein) which would
         otherwise expire on the next succeeding Expiration Date, then for any
         remaining Option Shares in the Installment which would otherwise expire
         on the second succeeding Expiration Date and so on, thereby reducing
         the number of Option Shares with respect to which this Option will
         expire on such Expiration Dates.
5.  Expiration Date of Option and Underlying Option Shares. This Option will
    ------------------------------------------------------       
    expire and terminate in equal Installments (each, an "Installment") on the
    following dates (each, an "Expiration Date"): (a) the date which is the
    fifth anniversary of the Vesting Start Date with respect to the portion of
    this Option which vests one year after the Vesting Start Date; (b) the date
    which is the sixth anniversary of the Vesting Start Date with respect to the
    portion of this Option which vests during the period beginning 13 months
    after the Vesting Start Date and ending 24 months after the Vesting Start
    Date; (c) the date which is the seventh anniversary of the Vesting Start
    Date with respect to the portion of this Option which vests during the
    period beginning 25 months after the Vesting Start Date and ending 36 months
    after the Vesting Start Date; and (d) the date which is the eighth
    anniversary of the Vesting Start Date with respect to the portion of this
    Option which vests during the period beginning 37 months after the Vesting
    Start Date and ending 48 months after the Vesting Start Date.
6.  Termination of Employment. This Option, as to any unexercised portion
    --------------------------       
    hereof, shall terminate on the date three (3) months after the date on which
    the Optionee is no longer employed by the Company or a subsidiary as defined
    in the Code (and, except as set forth in clauses (a) and (b) below, this
    Option shall not vest with respect to any additional Option Shares following
    the date on which the Optionee is no longer employed by the Company or a
    subsidiary as defined in the Code); provided, however, that (a) if such
    termination of employment results from the Optionee's permanent and total
    disability as defined in Section 22(e)(3) of the Code, this Option may be
    exercised, whether or not exercisable at the time of such termination, until
    the date twelve (12) months after such termination, or until the applicable
    Expiration Date with respect to any particular portion of this Option (as
    set forth in Paragraph 5 herein), whichever first occurs, and (b) if such
    termination of employment results from the Optionee's death, this Option may
    be exercised, whether or not exercisable at the time of such termination, by
    the Optionee's executors or administrators within twenty-four (24) months
    thereafter, or until the applicable Expiration Date with respect to any
    particular portion of this Option (as set forth in Paragraph 5 herein),
    whichever first occurs. No Option will confer upon the Optionee any right to
    continued employment by the Company or any subsidiary of the Company, nor
    will it interfere in any way with the Optionee's right or the Company's or
    any such subsidiary's right to terminate, or otherwise modify the terms of,
    the Optionee's employment at any time.
7.  Transferability. Except as otherwise permitted by the 1998 Plan, each of
    ----------------         
    this certificate and this Option is personal to the Optionee, is non-
    assignable and is not transferable in any manner, by operation of law or
    otherwise, other than by will or by the laws of descent and distribution,
    and is exercisable, during the Optionee's lifetime, only by the Optionee.
8.  Effect of Certain Transactions. If the Company is merged into another
    ------------------------------- 
    entity, or if one or more entities is merged into the Company or there is a
    consolidation of the Company and one or more entities and, in any such case,
    the shares of Common Stock are converted into cash, securities or other
    property other than shares of Common Stock, or if the Company is liquidated,
    or sells or otherwise disposes of substantially all its assets to another
    entity while unexercised Options remain outstanding under the 1998 Plan,
    then: (i) subject to the provisions of clause (iii) below, this Option will
    terminate as of the effective date of any such merger, consolidation,
    liquidation or sale, provided that (x) notice of such termination shall be
    given to the Optionee and (y) the Optionee shall have the right to exercise
    this Option to the extent that it is then exercisable, during the 15-day
    period preceding the effective date of such merger, consolidation,
    liquidation or sale,
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     contingent upon the consummation of such merger, consolidation, liquidation
     or sale, provided, however, that in no event shall any portion of this
     Option be exercisable after the Expiration Date applicable to such portion;
     (ii) the MRC, with the approval of the Board of Directors of the Company,
     may in its discretion accelerate the time for exercise of any unexercised
     and unexpired portion of this Option, including the then unvested portion
     of this Option, to and after a date prior to the effective date of such
     merger, consolidation, liquidation or sale specified by the MRC, and (iii)
     the MRC, with the approval of the Board of Directors of the Company, may
     provide that after the effective date of such merger, consolidation or sale
     (x) this Option shall survive and the Optionee shall be entitled, upon
     exercise of this Option, to receive, in lieu of shares of Common Stock,
     shares of stock or other securities as the holders of shares of Common
     Stock received pursuant to the terms of the merger, consolidation or sale
     or (y) this Option shall terminate and the Optionee shall be entitled to
     receive, in lieu of shares of Common Stock, cash in an amount per Option
     Share equal to the consideration per share of Common Stock received
     pursuant to the terms of the merger, consolidation or sale less the Option
     Price.
9.   Tax Withholding. The Optionee shall, not later than the date as of which
     ----------------  
     the exercise of this Option or disposition of Option Shares becomes a
     taxable event for Federal income tax purposes, pay to the Company or make
     arrangements satisfactory to the MRC for payment of any Federal, state, and
     local taxes required by law to be withheld.
10.  Representations.  By acceptance of this Option, the Optionee agrees,
     ----------------                                                    
     acknowledges and understands that a purchase of shares under this Option
    will not be made with a view to their distribution, as that term is used in
    the Act unless, in the opinion of counsel to the Company such distribution
    is in compliance with or exempt from the registration and prospectus
    requirements of the Act, and the Optionee agrees to sign a certificate to
    such effect at the time of exercising this option and agrees that the
    certificate for the shares so purchased may be inscribed with a legend to
    ensure compliance with the Act.