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                                                                   Exhibit 10(a)



                                 AMENDMENT NO. 9
                                     TO THE
                                TRANSMATION, INC.
                   AMENDED AND RESTATED 1993 STOCK OPTION PLAN

                            EFFECTIVE APRIL 30, 2002

         WHEREAS, Transmation, Inc., an Ohio corporation (the "Company"), has
established the Transmation, Inc. Amended and Restated 1993 Stock Option Plan,
as heretofore amended (the "Plan"); and

         WHEREAS, deeming it appropriate and advisable so to do, and pursuant to
Section 19 of the Plan, the Board of Directors of the Company has authorized,
approved and adopted the further amendment to the Plan set forth herein.

         NOW, THEREFORE, the Plan is hereby amended, effective April 30, 2002,
as follows:

         1. Section 8(b)(viii) of the Plan is hereby renumbered to be
Section 8(b)(ix) of the Plan (with the substance of said Section 8(b)(ix), as so
renumbered, being unchanged and unaffected by this Amendment and continuing in
full force and effect).

         2. A new Section 8(b)(viii) is hereby added to Section "8. TERM OF
OPTIONS; EXERCISABILITY." of the Plan, to provide in its entirety as follows
(with the remainder of said Section 8 being unchanged and unaffected by the
amendment set forth in this Paragraph 2 and continuing in full force and
effect):

            "(viii) Each Option, if any, granted during the 2002 calendar year
            shall vest and become exercisable as follows:

                    "(A) 25 percent of the Option shall first become exercisable
                    on the date, if any, after the Grant Date on which Fair
                    Market Value shall have equaled or exceeded $2.25 per share
                    for any 20 of 30 consecutive trading days;

                    "(B) an additional 25 percent of the Option shall first
                    become exercisable on the date, if any, after January 1,
                    2003 on which Fair Market Value shall have equaled or
                    exceeded $3.50 per share for any 20 of 30 consecutive
                    trading days;

                    "(C) an additional 25 percent of the Option shall first
                    become exercisable on the date, if any, after January 1,
                    2004 on which Fair Market Value shall have equaled or
                    exceeded $5.25 per share for any 20 of 30 consecutive
                    trading days; and
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                    "(D) the balance of the Option shall first become
                    exercisable on the date, if any, after January 1, 2005 on
                    which Fair Market Value shall have equaled or exceeded $7.50
                    per share for any 20 of 30 consecutive trading days."

         3. Except as amended hereby, the Plan shall remain in full force and
effect in accordance with its terms.

         THIS AMENDMENT NO. 9 TO THE TRANSMATION, INC. AMENDED AND RESTATED 1993
STOCK OPTION PLAN WAS AUTHORIZED, APPROVED AND ADOPTED BY THE BOARD OF DIRECTORS
OF THE COMPANY ON APRIL 30, 2002.


                                                     /s/  Carl E. Sassano
                                                     --------------------------
                                                     Carl E. Sassano, President



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