Exhibit 10

                                VASOMEDICAL, INC.
                       1999 STOCK OPTION PLAN, AS AMENDED
                       ----------------------------------

SECTION 1.  GENERAL PROVISIONS
            ------------------

1.1.  Name and General Purpose
      ------------------------

     The name of this plan is the  Vasomedical,  Inc. 1999 Stock Option Plan, as
amended  (hereinafter  called the "Plan").  The purpose of the Plan is to enable
Vasomedical,  Inc. (the "Company") and its subsidiaries and affiliates to foster
and promote the interests of the Company by attracting and retaining  directors,
officers,  consultants  and  employees  of the  Company  who  contribute  to the
Company's  success by their  ability,  ingenuity  and  industry,  to enable such
officers and employees of the Company to  participate  in the long-term  success
and growth of the Company by giving them a  proprietary  interest in the Company
and to provide incentive  compensation  opportunities  competitive with those of
competing corporations.

1.2  Definitions
     -----------

     a.   "Affiliate"  means any person or entity  controlled by or under common
          control  with the  Company,  by  virtue  of the  ownership  of  voting
          securities, by contract or otherwise.

     b.   "Board" means the Board of Directors of the Company.

     c.   "Change in Control"  means a change of control of the  Company,  or in
          any person directly or indirectly controlling the Company, which shall
          mean:

          (a) a  change  in  control  as  such  term  is  presently  defined  in
          Regulation  240.12b-(f) under the Securities  Exchange Act of 1934, as
          amended (the "Exchange Act"); or

          (b) if any "person"  (as such term is used in Section  13(d) and 14(d)
          of the Exchange Act) other than the Company or any "person" who on the
          date of this  Agreement  is a  director  or  officer  of the  Company,
          becomes the  "beneficial  owner" (as defined in Rule 13(d)-3 under the
          Exchange  Act)  directly or  indirectly,  of securities of the Company
          representing  twenty  percent (20%) or more of the voting power of the
          Company's then outstanding securities; or

          (c) if during any period of two (2) consecutive  years during the term
          of  this  Plan,  individuals  who  at the  beginning  of  such  period
          constitute the Board of Directors,  cease for any reason to constitute
          at least a majority thereof.

     d.   "Code" means the Internal Revenue Code of 1986, as amended.

     e.   "Committee"  means the  Committee  referred  to in Section  1.3 of the
          Plan.

     f.   "Common  Stock" means shares of the Common Stock,  par value $.001 per
          share, of the Company.
<PAGE>
     g.   "Company" means Vasomedical,  Inc., a corporation  organized under the
          laws of the State of Delaware (or any successor corporation).

     h.   "Fair Market  Value" means the market price of the Common Stock on the
          NASDAQ  consolidated  reporting  system on the date of the grant or on
          any other date on which the Common Stock is to be valued hereunder. If
          no sale shall have been reported on the NASDAQ consolidated  reporting
          system on such date,  Fair  Market  Value shall be  determined  by the
          Committee in accordance  with the Treasury  Regulations  applicable to
          incentive stock options under Section 422 of the Code.

     i.   "Incentive  Stock Option" means an Incentive Stock Option as described
          in Section 2.1 of the Plan.

     j.   "Non-Employee Director" shall have the meaning set forth in Rule 16(b)
          promulgated by the Securities and Exchange Commission ("Commission").

     k.   "Non-Qualified  Stock  Option" means a  Non-Qualified  Stock Option as
          described in Section 2.1 of the Plan.

     l.   "Option" means any option to purchase  Common Stock under Section 2 of
          the plan.

     m.   "Participant" means any director,  officer,  consultant or employee of
          the  Company,  a  Subsidiary  or an  Affiliate  who is selected by the
          Committee to participate in the Plan.

     n.   "Subsidiary"  means any  corporation  in which the  Company  possesses
          directly or indirectly 50% or more of the combined voting power of all
          classes of stock of such corporation.

     o.   "Total  Disability"  means accidental  bodily injury or sickness which
          wholly and  continuously  disabled an Optionee.  The Committee,  whose
          decisions  shall  be  final,  shall  make  a  determination  of  Total
          Disability.

1.3  Administration of the Plan
     --------------------------

     The Plan shall be  administered  by the  Committee  appointed  by the Board
consisting of two or more members of the Board all of whom shall be Non-Employee
Directors. The Committee shall serve at the pleasure of the Board and shall have
such powers as the Board may, from time to time, confer upon it.

     Subject to this  Section 1.3,  the  Committee  shall have sole and complete
authority to adopt, alter, amend or revoke such administrative rules, guidelines
and  practices  governing  the  operation of the Plan as it shall,  from time to
time, deem advisable, and to interpret the terms and provisions of the Plan.

     The Committee  shall keep minutes of its meetings and of action taken by it
without a meeting.  A majority of the Committee shall  constitute a quorum,  and
the acts of a majority of the  members  present at any meeting at which a quorum
is present,  or acts  approved in writing by all of the members of the Committee
without a meeting, shall constitute the acts of the Committee.
<PAGE>
1.4  Eligibility
     -----------

     Stock options may be granted only to officers,  directors,  consultants and
employees of the Company or a Subsidiary or  Affiliate.  Subject to Section 2.3,
any person who has been granted any Option may, if he is otherwise eligible,  be
granted an additional Option or Options.

1.5  Shares
     ------

     The aggregate  number of shares reserved for issuance  pursuant to the Plan
shall be 3,000,000  shares of Common Stock,  or the number and kind of shares of
stock or other securities which shall be substituted for such shares or to which
such shares shall be adjusted as provided in Section 1.6. No  individual  may be
granted  options to purchase more than an aggregate of 475,000  shares of Common
Stock pursuant to the Plan.

     The aggregate  number of shares may be set aside out of the  authorized but
unissued shares of Common Stock or out of issued shares of Common Stock acquired
for and held in the Treasury of the Company, not reserved for any other purpose.
Shares  subject  to, but not sold or issued  under,  any Option  terminating  or
expiring  for any reason  prior to its  exercise in full will again be available
for Options thereafter granted during the balance of the term of the Plan.

1.6  Adjustments Due to Stock Splits, Mergers, Consolidation, Etc.
     -------------------------------------------------------------

     If, at any time,  the  Company  shall  take any  action,  whether  by stock
dividend,  stock split,  combination of shares or otherwise,  which results in a
proportionate  increase  or  decrease  in the  number of shares of Common  Stock
theretofore issued and outstanding,  the number of shares which are reserved for
issuance  under the Plan and the  number  of shares  which,  at such  time,  are
subject to Options shall, to the extent deemed appropriate by the Committee,  be
increased or  decreased  in the same  proportion,  provided,  however,  that the
Company shall not be obligated to issue fractional shares.

     Likewise,  in the event of any change in the  outstanding  shares of Common
Stock by reason of any recapitalization, merger, consolidation,  reorganization,
combination or exchange of shares or other corporate change, the Committee shall
make such substitution or adjustments, if any, as it deems to be appropriate, as
to the number or kind of shares of Common  Stock or other  securities  which are
reserved  for  issuance  under  the  Plan  and the  number  of  shares  or other
securities which, at such time are subject to Options.

     In the  event  of a  Change  in  Control,  at the  option  of the  Board or
Committee,  (a) all  options  outstanding  on the date of such Change in Control
shall, for a period of sixty (60) days following such Change in Control,  become
immediately  and fully  exercisable,  and (b) an Optionee  will be  permitted to
surrender for  cancellation  within sixty (60) days after such Change in Control
any option or portion of an option  which was  granted  more than six (6) months
prior to the date of such  surrender,  to the extent not yet  exercised,  and to
receive a cash  payment in an amount  equal to the  excess,  if any, of the Fair
Market Value (on the date of surrender) of the shares of Common Stock subject to
the option or portion thereof surrendered, over the aggregate purchase price for
such Shares under the option.

1.7  Non-Alienation of Benefits
     --------------------------

     Except as herein  specifically  provided,  no right or unpaid benefit under
the Plan shall be subject to  alienation,  assignment,  pledge or charge and any
attempt to  alienate,  assign,  pledge or charge the same shall be void.  If any
Participant  or other person  entitled to benefits  hereunder  should attempt to
alienate,  assign,  pledge or charge any benefit  hereunder,  then such  benefit
shall, in the discretion of the Committee, cease.
<PAGE>
1.8  Withholding or Deduction for Taxes
     ----------------------------------

     If, at any time,  the Company or any  Subsidiary  or Affiliate is required,
under applicable laws and regulations, to withhold, or to make any deduction for
any taxes, or take any other action in connection with any Option exercise,  the
Participant  shall be  required  to pay to the  Company  or such  Subsidiary  or
Affiliate, the amount of any taxes required to be withheld, or, in lieu thereof,
at the option of the Company,  the Company or such  Subsidiary  or Affiliate may
accept a  sufficient  number  of shares  of  Common  Stock to cover  the  amount
required to be withheld.

1.9  Administrative Expenses
     -----------------------

     The entire expense of administering the Plan shall be borne by the Company.

1.10 General Conditions
     ------------------

     a.   The Board or the Committee may, from time to time,  amend,  suspend or
          terminate  any or all of the  provisions of the Plan,  provided  that,
          without the Participant's  approval, no change may be made which would
          prevent  an  Incentive  Stock  Option  granted  under  the  Plan  from
          qualifying as an Incentive  Stock Option under Section 422 of the Code
          or result in a  "modification"  of the  Incentive  Stock  Option under
          Section  424(h) of the Code or  otherwise  alter or  impair  any right
          theretofore  granted to any  Participant ; and further  provided that,
          without the  consent and  approval of the holders of a majority of the
          outstanding shares of Common Stock of the Company present at a meeting
          at which a quorum exists, neither the Board nor the Committee may make
          any  amendment  which (i)  changes the class of persons  eligible  for
          options;  (ii) increases  (except as provided under Section 1.6 above)
          the total number of shares or other  securities  reserved for issuance
          under the Plan;  (iii)  decreases the minimum  option prices stated in
          Section  2.2 hereof  (other  than to change the manner of  determining
          Fair Market Value to conform to any then  applicable  provision of the
          Code or any regulation  thereunder);  (iv) extends the expiration date
          of the  Plan,  or the limit on the  maximum  term of  Options;  or (v)
          withdraws the  administration of the Plan from a committee  consisting
          of two or more members, each of whom is a Non-Employee Director.

     b.   With the consent of the Participant  affected  thereby,  the Committee
          may  amend  or  modify  any  outstanding  Option  in  any  manner  not
          inconsistent   with  the  terms  of  the  Plan,   including,   without
          limitation,  and irrespective of the provisions of Sections 2.3(c) and
          2.4(b)  below,  to  accelerate  the  date  or  dates  as of  which  an
          installment of an Option becomes exercisable.

     c.   Nothing  contained  in the Plan  shall  prohibit  the  Company  or any
          Subsidiary or Affiliate from establishing  other additional  incentive
          compensation  arrangements  for  employees  of  the  Company  or  such
          Subsidiary or Affiliate.

     d.   Nothing in the Plan shall be deemed to limit, in any way, the right of
          the  Company  or  any   Subsidiary   or   Affiliate   to  terminate  a
          Participant's  employment  with the  Company  (or such  Subsidiary  or
          Affiliate) at any time.

     e.   Any decision or action taken by the Board or the Committee arising out
          of  or  in   connection   with   the   construction,   administration,
          interpretation  and effect of the Plan shall be conclusive and binding
          upon all  Participants  and any person  claiming  under or through any
          Participant.

     f.   No member of the Board or of the Committee shall be liable for any act
          or action,  whether of  commission  or  omission,  (i) by such  member
          except in  circumstances  involving  actual bad faith, nor (ii) by any
          other member or by any officer, agent or employee.
<PAGE>
1.11  Compliance with Applicable Law
      ------------------------------

     Notwithstanding  any other  provision of the Plan, the Company shall not be
obligated to issue any shares of Common Stock,  or grant any Option with respect
thereto,  unless it is advised by  counsel  of its  selection  that it may do so
without  violation of the  applicable  Federal and State laws  pertaining to the
issuance of  securities  and the Company  may require any stock  certificate  so
issued to bear a legend, may give its transfer agent  instructions  limiting the
transfer  thereof,  and may  take  such  other  steps,  as in its  judgment  are
reasonably required to prevent any such violation.

1.12  Effective Dates
      ---------------

     The Plan was adopted by the Board on July 13, 1999, and amended on July 13,
2000, and shall terminate on July 12, 2009.

Section 2.  OPTION GRANTS
            -------------

2.1  Authority of Committee
     ----------------------

     Subject to the  provisions of the Plan,  the Committee  shall have the sole
and complete  authority to determine (i) the  Participants to whom Options shall
be granted;  (ii) the number of shares to be covered by each  Option;  and (iii)
the  conditions  and  limitations,  if any,  in  addition  to those set forth in
Sections 2 and 3 hereof,  applicable  to the  exercise  of an Option,  including
without limitation,  the nature and duration of the restrictions,  if any, to be
imposed upon the sale or other  disposition of shares  acquired upon exercise of
an Option.

     Stock  options  granted  under the Plan may be of two types:  an  incentive
stock  option  ("Incentive  Stock  Option");  and a  non-qualified  stock option
("Non-Qualified Stock Option").

     It is intended that the Incentive  Stock Options  granted  hereunder  shall
constitute incentive stock options within the meaning of Section 422 of the Code
and shall be subject to the tax treatment described in Section 422 of the Code.

     Anything in the Plan to the contrary  notwithstanding,  no provision of the
Plan  relating to  Incentive  Stock  Options  shall be  interpreted,  amended or
altered,  nor shall any  discretion  or authority  granted  under the Plan be so
exercised,  so as to disqualify  either the Plan or,  without the consent of the
Optionee, any Incentive Stock Option under Section 422 of the Code.

     The Committee shall have the authority to grant Incentive Stock Options, or
to grant  Non-Qualified Stock Options, or to grant both types of Options. To the
extent that any Option does not qualify as an Incentive  Stock Option,  in whole
or in part,  it shall  constitute a separate  Non-Qualified  Stock Option to the
extent of such disqualification.

2.2  Option Exercise Price
     ---------------------

     The price of stock purchased upon the exercise of Options granted  pursuant
to the Plan shall be the Fair Market  Value  thereof at the time that the Option
is granted.
<PAGE>
     If an employee owns or is deemed to own (by reason of the attribution rules
applicable  under  Section  424(d)  of the Code)  more than 10% of the  combined
voting  power  of  all  classes  of  the  stock  of the  Company  or any  parent
corporation  of the Company or Subsidiary and an Option granted to such employee
is  intended  to qualify as an  Incentive  Stock  Option  within the  meaning of
Section 422 of the Code,  the  exercise  price shall be no less than 110% of the
Fair Market  Value of the Common  Stock on the date the Option is  granted.  The
purchase price is to be paid in full in cash,  certified or bank cashier's check
or, at the option of the  Company,  Common Stock valued at its Fair Market Value
on the date of exercise,  or a combination thereof, when the Option is exercised
and stock certificates will be delivered only against such payment.

2.3  Incentive Stock Option Grants
     -----------------------------

     Each Incentive Stock Option will be subject to the following provisions:

     a.  Term of Option
         --------------

          An  Incentive  Stock  Option  will be for a term of not more  than ten
          years  from  the date of  grant,  except  in the  case of an  employee
          described  in the second  paragraph of Section 2.2 above in which case
          an  Incentive  Stock  Option  will be for a term of not more than five
          years from the date of the grant.

     b.  Annual Limit
         ------------

          To the extent the  aggregate  Fair  Market  Value of the Common  Stock
          (determined as of the date of grant) with respect to which any options
          granted  hereunder are intended to be  designated  as Incentive  Stock
          Options  under the Plan (or any other  incentive  stock option plan of
          the Company or any Subsidiary)  which may be exercisable for the first
          time by the  Optionee in any  calendar  year  exceeds  $100,000,  such
          options shall not be considered incentive stock options.

     c.  Exercise
         --------

          Subject to the power of the Committee  under Section 1.10(b) above and
          except in the manner  described  below upon the death of the Optionee,
          an Incentive Stock Option may be exercised as follows: up to one-third
          of the subject shares on or after the first anniversary of the date of
          grant of such Option;  up to  two-thirds  of the subject  shares on or
          after the second  anniversary  of the date of grant of such Option and
          up to  all  of  the  subject  shares  on  and  after  the  third  such
          anniversary  of the date of the grant of such  Option  but in no event
          later than the expiration of the term of the Option.

          An Incentive  Stock Option shall be exercisable  during the Optionee's
          lifetime  only by the  Optionee  and shall not be  exercisable  by the
          Optionee unless,  at all times since the date of grant and at the time
          of exercise,  such Optionee is an employee of the Company,  any parent
          corporation  of the  Company  or any  Subsidiary,  except  that,  upon
          termination  of all  employment  (other  than  by  death  or by  Total
          Disability followed by death in the circumstances provided below) with
          the Company,  any parent corporation of the Company and any Subsidiary
          or Affiliate,  the Optionee may exercise an Incentive  Stock Option at
          any time within  three months  thereafter  but only to the extent such
          Option is exercisable on the date of such termination.
<PAGE>
          Upon termination of all employment by Total  Disability,  the Optionee
          may exercise such options at any time within one year thereafter,  but
          only to the extent such  options are  exercisable  on the date of such
          termination.

          If  termination  of  employment  is the result of the Optionee  having
          reached  normal   retirement   age,   option  grants  continue  to  be
          exercisable for five years after retirement but in no event later than
          the expiration of the term of the Option.

          In the event of the death of an Optionee  (i) while an employee of the
          Company,  any parent  corporation  of the Company or any Subsidiary or
          Affiliate,  or (ii)  within  three  months  after  termination  of all
          employment with the Company, any parent corporation of the Company and
          any Subsidiary or Affiliate (other than for Total Disability) or (iii)
          within one year after  termination  on account of Total  Disability of
          all employment with the Company, any parent corporation of the Company
          and any Subsidiary,  such Optionee's estate or any person who acquires
          the right to  exercise  such  option by bequest or  inheritance  or by
          reason of the  death of the  Optionee  may  exercise  such  Optionee's
          Option at any time  within the period of three  years from the date of
          death.  In the case of clauses (i) and (iii) above,  such Option shall
          be exercisable in full for all the remaining  shares covered  thereby,
          but in the case of clause (ii) such Option shall be  exercisable  only
          to the extent it was exercisable on the date of such termination.

          Notwithstanding the foregoing  provisions regarding the exercise of an
          Option in the event of death, Total Disability or other termination of
          employment,  in no event shall an Option be exercisable in whole or in
          part after the termination date provided in the Option.

     d.  Transferability
         ---------------

          An  Incentive  Stock  Option  granted  under  the  Plan  shall  not be
          transferable  otherwise  than by will or by the  laws of  descent  and
          distribution.

2.4  Non-Qualified Stock Option Grants
     ---------------------------------

     Each   Non-Qualified   Stock  Option  will  be  subject  to  the  following
provisions:

     a.   Term of Option
          --------------

          A  Non-Qualified  Stock Option will be for a term of not more than ten
          years from the date of grant.

     b.   Exercise
          --------

          The exercise of a  Non-Qualified  Stock Option shall be subject to the
          same terms and  conditions  as provided  under  Section  2.3(c) above,
          except that upon  termination of all  employment by Total  Disability,
          the Optionee may exercise  such options at any time within three years
          after  termination  on account of Total  Disability of all  employment
          with the Company, or any Subsidiary or Affiliate.

     c.   Transferability
          ---------------

          A  Non-Qualified  Stock  Option  granted  under the Plan  shall not be
          transferable  otherwise  than by will or by the  laws of  descent  and
          distribution, except as may be permitted by the Board or Committee.

2.5  Agreements
     ----------

     In  consideration  of any Options granted to a Participant  under the Plan,
each such  Participant  shall  enter into an Option  Agreement  with the Company
providing,  consistent  with the  Plan,  such  terms as the  Committee  may deem
advisable.