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                                                                   Exhibit 10.20

                           AGATE TECHNOLOGIES, INC.
                          1999 DUAL STOCK OPTION PLAN

     1.   Purposes
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          Agate Technologies, Inc., a Delaware corporation (hereinafter called
the "Company") has adopted this Plan to enhance the interest and concern of the
Company's key employees, officers, directors and consultants in the success of
the Company by giving them an ownership interest in the Company, and to give
them an incentive to continue their service to the Company.


     2.   Stock Subject to Plan
          ---------------------

        The Company shall reserve 4,500,000 shares of its $.0001 par value
Common Stock (hereinafter called the "Shares") to be issued upon exercise of the
options which may be granted from time to time under this Plan. As it may from
time to time determine, the Board of Directors of the Company (hereinafter
called the "Board") may authorize that the Shares may be comprised, in whole or
in part, of authorized but unissued shares of the Common Stock of the Company or
of issued shares which have been reacquired. If options granted under this Plan
terminate or expire before being exercised in whole or in part, the Shares
subject to those options which have not been issued may be subjected to
subsequent options granted under the Plan.

     3.   Administration of the Plan
          --------------------------

          The Board shall appoint a Stock Option Committee (hereinafter called
the "Committee") which shall consist of not less than two (2) members of the
Board, and, at the election of the Board or if the Board consists of less than
three directors, may consist of the entire Board, to administer the Plan.
Subject to the express provisions of this Plan and guidelines which may be
adopted from time to time by the Board, the Committee shall have plenary
authority in its discretion (a) to determine the individuals to whom, and the
time at which, options are granted, and the number and purchase price of the
Shares subject to each option; (b) to determine whether the options granted
shall be "incentive stock options" within the meaning of Section 422A of the
Internal Revenue Code of 1986 (hereinafter called the "Code"), or non-statutory
stock options, or both; (c) to interpret the Plan and prescribe, amend and
rescind rules and regulations relating to it; (d) to determine the terms and
provisions (and amendments thereof) of the respective option agreements subject
to Section 6 of the Plan, which need not be identical, including, if the
Committee shall determine that a particular option is to be an incentive stock
option, such terms and provisions (and amendments thereof) as the Committee
deems necessary to provide for an incentive stock option or to conform to any
change in any law, regulation, ruling or interpretation applicable to incentive
stock options; and (e) to make any and all determinations which the Committee
deems necessary or advisable in administering the Plan.  The Committee's
determination on the foregoing matters shall be conclusive.  The Committee may
delegate any of the foregoing authority to the President with respect to options
granted to or which are held by non-officers.

     4.   Persons Eligible
          ----------------

          Options may be granted under the Plan to employees of and consultants
to the Company and its subsidiaries, including officers and directors.
Employees may be granted either incentive or non-statutory options while
consultants may be granted only non-statutory options.  Officers and directors
shall be deemed to be consultants for the foregoing purposes unless they are
also employees.  For purposes of this Plan, "employee" shall conform to the
requirements of Section 422A of the Code, and "subsidiary" shall mean subsidiary
corporations as defined in Section 425 of the Code.

          The aggregate fair market value (determined as of the time the option
is granted) of the Shares with respect to which incentive stock options are

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exercisable for the first time by an optionee during any calendar year (under
all incentive stock option plans of the Company or its parent or subsidiaries)
shall not exceed $100,000.

     5.   Changes in Capital Structure
          ----------------------------

          (a)  Effect on the Plan.  In the event of changes in the outstanding
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capital stock of the Company by reason of any stock dividend, stock split or
reverse split, reclassification, recapitalization, merger or consolidation,
acquisition of 80 percent or more of its gross assets or stock, reorganization
or liquidation, the Committee and/or the Board shall make such adjustments in
the aggregate number and class of shares available under the Plan as it deems
appropriate, and such determination shall be final, binding and conclusive.

          (b)  In Outstanding Options.
               ----------------------

               (i)  Stock Splits and Like Events.
                    ----------------------------

          Should a stock dividend, stock split, reverse stock split,
reclassification, or recapitalization occur, then the Committee and/or the Board
shall make such adjustments in (i) the number and class of shares to which
optionees will thereafter be entitled upon exercise of their options and (ii)
the price which optionees shall be required to pay upon such exercise as it in
its sole discretion in good faith deems appropriate, and such determination
shall be final, binding and conclusive.  Notwithstanding the foregoing, such
adjustment shall have the result that an optionee exercising an option
subsequent to such occurrence would pay the same aggregate exercise price to
exercise the entire option and would then hold the same class and aggregate
number of shares as if such optionee would have exercised the outstanding option
immediately prior to such occurrence.

               (ii) Recapitalizations; Assumption of Options.
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                    (A) Definition of "Event".
                        ---------------------

                    An "Event" shall mean the occurrence of any of the following
transactions:

          (I) a merger or consolidation in which the Company is not the
surviving corporation (other than a merger or consolidation with a wholly owned
subsidiary, a reincorporation of the Company in a different jurisdiction, or
other transaction in which there is no substantial change in the shareholders of
the Company and the options granted under this Plan are assumed by the successor
corporation, which assumption shall be binding on all optionees);

                         (II) a dissolution or liquidation of the Company;

                         (III) the sale of substantially all of the assets of
the Company; or

          (IV) any other transaction which qualifies as a "corporate
transaction" under Section 424(a) of the Code wherein the shareholders of the
Company give up all of their equity interest in the Company (except for the
acquisition, sale or transfer of all or substantially all of the outstanding
shares of the Company).

                    (B) Effect of "Event".
                        -----------------

          Upon the consummation of an Event, the Board shall make arrangements
which shall be binding upon the holders of unexpired options then outstanding
under this Plan as the Board, in its sole discretion, in good faith determines
to be in the best interests of the Company, which determination shall be final
and conclusive.  The possible arrangements include, but are not limited to, the
substitution of new options for any portion of such unexpired options, the
assumption of any portion of such unexpired options by any successor to the
Company, the acceleration of the expiration date of any portion of such
unexpired options to a date not earlier than thirty (30) days after notice to
the optionee,

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or the cancellation of such portion in exchange for the payment by any successor
to the Company of deferred compensation to the optionee. (Such deferred
compensation may (but need not) be in an amount equal to the difference between
the fair market value of the Shares subject to such unexpired portion and the
aggregate exercise price of the Shares under the terms of such unexpired portion
on the date of the Event and may (but need not) be paid in installments which
correspond to the vesting schedule of the unexpired option.) The Board shall not
be obligated to arrange such substitution or assumption to comply with Section
425(a) of the Code or to accelerate the exercisability of a portion of an option
when it accelerates the expiration date of such portion.

                    (C)  Company Acquisitions.
                         --------------------

                    The Company, from time to time, also may substitute or
assume outstanding awards granted by another company, whether in connection with
an acquisition of such other company or otherwise, by either (i) granting an
option under the Plan in substitution of such other company's award, or (ii)
assuming such award as if it had been granted under the Plan if the terms of
such assumed award could be applied to an option granted under the Plan. Such
substitution or assumption shall be permissible if the holder of the substituted
or assumed option would have been eligible to be granted an option under the
Plan if the other company had applied the rules of the Plan to such grant. In
the event the Company assumes an award granted by another company, the terms and
conditions of such award shall remain unchanged (except that the exercise price
and the number and nature of shares issuable upon exercise of any such option
will be adjusted appropriately pursuant to Section 424(a) of the Code). In the
event the Company elects to grant a new option rather than assuming an existing
option, such new option may be granted with a similarly adjusted exercise price.

     6.   Terms and Conditions of Options
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          Each option granted under this Plan shall be evidenced by a stock
option agreement (hereinafter called "Agreement") which is not inconsistent with
this Plan, and the form of which the Committee and/or Board may from time to
time determine, provided that the Agreement shall contain the substance of the
following:

          (a)  Option Price.  The option price shall be not less than 100% of
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the fair market value of the Shares at the time the option is granted, which
shall be the date the Committee and/or Board, or its delegate, awards the grant,
except that in the case of a grant of a non-statutory option to a key employee
of the Company, the option price shall not be less than 85% of such fair market
value.  If the optionee, at the time of the option is granted, owns stock
possessing more than ten percent (10%) of the total combined voting power of all
the classes of stock of the Company or of its parent or subsidiaries (a
"Principal Shareholder"), the option price of incentive stock options shall be
not less than 110% of the fair market value of the Shares at the time the option
is granted.  The fair market value of the Shares shall be determined and the
option price of the Shares set by the Committee and/or Board in accordance with
the valuation methods described in Section 20.2031-2 of the Treasury
Regulations.

          (b)  Method of Exercise.  At the time of purchase, Shares purchased
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under options shall be paid for in full either (i) in cash, (ii) at the
discretion of the Board, with a promissory note secured by the Shares purchased,
(iii) at the discretion of the Committee and/or Board, with outstanding stock of
the Company at such value as the Board shall determine in its sole discretion to
be the fair market value of such stock, or (iv) a combination of promissory note
(if permitted pursuant to (ii) above), stock (if permitted pursuant to (iii)
above), and/or cash.  To the extent that the right to purchase Shares has
accrued under an option, the optionee may exercise said option from time to time
by giving written notice to the Company stating the number of Shares with
respect to which the optionee is exercising the option, and submitting with said
notice payment of the full purchase price of said Shares either in cash or, at
the discretion of the Board and/or Committee as described above, with a
promissory note, outstanding stock of the Company, or a combination of cash,
promissory note, and/or such stock.  As soon as practicable after receiving such
notice and payment, the Company shall issue, without transfer or issue tax to
the optionee (or other

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person entitled to exercise the option), and at the main office of the Company
or such other place as shall be mutually acceptable, a certificate or
certificates representing such Shares out of authorized but unissued Shares or
reacquired Shares of its capital stock, as the Board and/or Committee, or its
delegate, may elect, for the number of Shares to be delivered. The time of such
delivery may be postponed by the Company for such period as may be required for
it with reasonable diligence to comply with such procedures as may, in the
opinion of counsel to the Company, be desirable in view of federal and state
laws, including corporate securities laws and revenue and taxation laws. If the
optionee (or other person entitled to exercise the option) fails to accept
delivery of any or all of the number of Shares specified in such notice upon
tender of delivery of the certificates representing them, the right to exercise
the option with respect to such undelivered Shares may be terminated.

          (c)  Option Term.  The Committee and/or Board may grant options for
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any term, but shall not grant any options for a term longer than ten (10) years
from the date the option is granted (except in the case of an incentive option
granted to a Principal Shareholder in which case the term shall be no longer
than five (5) years from the date the option is granted).  Each option shall be
subject to earlier termination as provided in this section 6 of this Plan.

          (d)  Exercise of Options.  Each option granted under this Plan shall
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be exercisable on such date or dates, upon or after the occurrence of certain
events, or upon or after the achievement of certain performance milestones
(which occurrences or achievements may be waived in whole or in part or extended
at the discretion of the Committee and/or Board) and during such period and for
such number of Shares as shall be determined by the Committee and/or Board.
Provided, however, for so long as the Company is relying upon California
Corporations Code Section 25102(0) for exemption from qualification under the
California Blue Sky law, and for so long as required by said Section 25102(0) or
regulations implementing it, each option, unless granted to an officer, director
or consultant of the Company, shall nevertheless become exercisable as to not
less than twenty percent (20%) of the Shares subject to the option per year
elapsed from the date of the grant.  An incentive option granted to a non-
officer may not be exercised at any time unless the optionee shall have
continuously served, to the extent determined by the Committee and/or Board, as
an employee of the Company or its subsidiary throughout a period commencing at
the date an option is granted and ending no more than three (3) months and no
less than thirty (30) days before an attempted exercise of the option, and, if
applicable, unless the Committee and/or Board shall determine and notify the
optionee in writing that certain events have occurred or certain performance
milestones have been achieved.  If an option becomes exercisable upon the
occurrence of certain events or achievements of certain performance milestones,
the option, unless granted to an officer, director or consultant of the Company,
shall nevertheless become exercisable as to not less than twenty percent (20%)
of the Shares subject to the option per year elapsed from the date of the grant;
but otherwise may not be exercised unless the Committee and/or Board shall
determine and notify the optionee in writing that such events have occurred or
that such performance milestones have been achieved.

          (e)  Nonassignability of Option Rights.  No option shall be assignable
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or transferable by the optionee except by will or by the laws of descent and
distribution.  During the life of an optionee, the option shall be exercisable
only by the optionee.

          (f)  Effect of Termination of Employment or Death or Disability.  In
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the event the optionee's employment with the Company or its subsidiaries ceases,
as determined by the Committee during the optionee's life for any reason,
including retirement, any incentive option or unexercised portion thereof
granted to a non-officer optionee which is otherwise exercisable shall terminate
unless exercised within a period not to exceed three (3) months nor to be less
than thirty (30) days of the date on which such employment ceased but not later
than the date of expiration of the option period.  In the event of the death or
disability (as defined in Code Section 22(e)(3)) of the optionee while employed
or within a period not to exceed three months nor to be less than thirty (30)
days of the date on which such employment ceases, any option or unexercised
portion thereof granted to the optionee, if otherwise exercisable by the
optionee at the

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date of death or disability, may be exercised by the optionee (or by the
optionee's personal representatives, heirs or legatees) at any time prior to the
expiration of one year from the date of death or disability of the optionee but
not later than ten (10) years from the date of grant of such option except that,
in the case of an incentive option granted to a Principal Shareholder, not later
than five years from the date of grant of such option.

          (g)  Rights of Optionee.  The optionees shall have no rights as a
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stockholder with respect to any Shares subject to an option until the date of
issuance of a stock certificate to the optionee for such Shares.  No adjustment
shall be made for dividends or other rights of which the record date is prior to
the date such stock certificate is issued.  Neither this Plan, nor any action or
agreement thereunder, shall confer any rights of employment, any rights to
election or retention as an officer or director, or any rights to serve as a
consultant.

          (h) Tax Withholding.   To the extent required by applicable law, the
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Company shall withhold from the pay of an optionee any taxes required to be
withheld upon exercise of an option.  The Company may instead at its discretion
require that the taxes be paid to the Company concurrently with the exercise of
the option as a condition to the exercise of the option.  The Company, at the
discretion and upon the approval of the Board, may permit the optionee to pay
some or all of the taxes by tendering to the Company outstanding shares of the
Company's stock held by the optionee, meeting the same criteria and valued in
the same manner as stock tendered to pay the exercise price as set forth in
Section 6(d) above, or by reducing at the optionee's instructions, the number of
shares to be issued upon exercise of the option, with such shares similarly
valued.

          (i) Restrictions of Shares.  To the extent required by the Company's
              ----------------------
bylaws, the Board, and/or the Committee, shares of Stock issued upon exercise of
options shall be subject to a right of first refusal and market stand-off and
holders of such shares may be required to execute non-disclosure agreements
prior to being shown certain information concerning the Company.

     7.   Use of Proceeds
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          The proceeds from the sale of stock pursuant to options granted under
the Plan shall constitute general funds of the Company.

     8.   Amendment of Plan
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          The Board of Directors may at any time amend the Plan, provided that
no amendment may affect any then outstanding options or any unexercised portions
thereof, and provided further that any such amendment increasing the number of
Shares reserved under the Plan, altering the employees or class of employee
eligible to be granted incentive stock options under the Plan, causing options
granted to employees and intended to be incentive options under the Plan not to
qualify as "incentive stock options" under Section 422A of the Code, or amending
this Section 8 shall be subject to shareholder approval.

     9.   Financial Information
          ---------------------

          Whenever the Company provides financial statements, whether audited or
unaudited, to all of its shareholders as a group, the Company shall concurrently
provide each optionee with a copy of such financial statements.  Notwithstanding
the foregoing, the Company shall provide each optionee at the end of its fiscal
year with a copy of its financial statements for such fiscal year, either
audited or unaudited, within ninety (90) days after the end of such fiscal year
if such person is then an optionee.  In connection with such provision, the
Company may require the optionee to enter into a nondisclosure agreement;
provided, however, that such nondisclosure agreement may not contain provisions
which are more stringent than those the Company imposes on its shareholders
which are also receiving the financial statements.

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     10.   Effective Date and Termination of Plan
           --------------------------------------

          This Plan was adopted by the Board of Directors on June 4, 1999, and
approved by the shareholders on June 28, 1999.  The Board may terminate this
Plan at any time.  If not earlier terminated, this Plan shall terminate on June
28, 2009.

          This Plan, the granting of any option hereunder, and the issuance of
stock upon the exercise of any option, shall be subject to such approval or
other conditions as may be required or imposed by any regulatory authority
having jurisdiction to issue regulations or rules with respect thereto,
including the securities laws of various governmental entities.

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