JYRA RESEARCH INC.
                        EXECUTIVE STOCK OPTION PLAN

dated Sept 1, 1998


1 .  Purpose.  The purpose of this Plan is to provide financial incentives to 
Key Executives of, or Independent Advisors to Jyra Research Inc. whose 
entrepreneurial and management talents and commitments are essential for the 
continued growth and expansion of that corporation's business.  

2 .  Definitions.  For purposes of this Plan:

(a)   Board means the board of directors of the Corporation.

(b)   Code means the Internal Revenue Code of 1986, as amended.  

(c)   Committee means a group of persons appointed by, and serving at the 
pleasure of, the Board, whose purpose is to administer the Plan and perform the
functions set forth herein for the Committee.

(d)   Common Stock means the Common Stock, par value $0.001 per share, of the 
Corporation, and any other stock or securities resulting from the adjustment 
thereof or substitution therefor as described in paragraph 9 below.

(e)   Corporation means Jyra Research Inc.

(f)   Disability means the condition which results when an individual has 
become permanently and totally disabled within the meaning of 105(d)(4) of 
the Code.

(g)   Independent Advisors means individuals or companies designated by the 
Committee as being eligible to receive options under the Plan. Such Independent
Advisors involvement with the Corporation shall be deemed by the committee to 
be of positive nature and for the long term benefit of the Corporation.

(h)   Key Executive means an officer or a director of the Corporation or any 
Subsidiary thereof, and such other Key Executives of the Corporation or any 
Subsidiary thereof designated by the Committee as being eligible to receive 
options under the Plan.

(i)   Optionee means a Key Executive and Independent Advisor to whom an option 
has been granted under this Plan.







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 (j)   Plan means the Jyra Research Inc. Stock Option Plan as set forth in this 
instrument and as it may be amended from time to time.

(k)   Stock Option Agreement (or the "Agreement") means the written agreement 
between a Key Executive and Independent Advisor and the Corporation evidencing 
the grant of an option under the Plan and setting forth the terms and 
conditions of that option.


(l)   Subsidiary means a subsidiary corporation of the Corporation within the 
meaning of 425(f) of the Code.

(m) Successor Corporation means a corporation, or a subsidiary of such 
corporation, which issues or assumes a stock option in a transaction to which 
425(a) of the Code applies.


3 .  Administration.  The Plan shall be administered by the Committee, which 
shall keep minutes of its meetings.  The Committee shall have all of the powers
necessary to enable it to carry out its duties under the Plan properly, 
including the power and duty to construe and interpret the Plan and to 
determine all questions arising under it.  The Committee's interpretations and 
determinations shall be conclusive and binding upon all persons.  It may also 
establish, from time to time, such regulations, provisions, procedures and 
conditions regarding the options and granting of options which in its opinion 
may be advisable in administering the Plan.  A majority of the Committee shall 
constitute a quorum, and the acts of a majority of the members present at any 
meeting at which there is a quorum, or acts approved in writing by a majority 
of its members, shall be acts of the Committee.

4 .  Eligibility.  Only Key Executives or Independent Advisors shall be 
eligible to be granted options to purchase  Common Stock under the Plan.  The 
Committee shall, from time to time, (i) determine those Key Executives or 
Independent Advisors to whom stock options shall be granted; (ii) determine the
number of shares and conditions of each such option; and (iii) grant such 
options.

5 .  Shares Available for Option.  The Board shall cause to be made available 
for the purposes of the Plan a total of 300,000 shares of Common Stock (or the 
number and kind of shares of stock or other securities which, in accordance 
with paragraph 9 below, are substituted for those 300,000 shares or to which 
those shares are adjusted). In the event that an option granted under the Plan 
to any Key Executives or Independent Advisor expires or is terminated 
unexercised as to any shares covered by the option, those shares shall 
thereafter be available for the granting of future options under the Plan.










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6 .  Grant of Options.  Subject to the provisions of the Plan, the Committee 
shall have full and final authority to select those Key Executives or 
Independent Advisors to whom options are to be awarded and to determine the 
number of shares to be covered by each option and the other terms thereof. The 
terms of each option need not be the same, but may vary for options granted 
under the Plan at the same time or from time to time.  The Committee may also 
grant more than one option to a given Key Executives or Independent Advisor 
during the term of the Plan, either in addition to, or in substitution for, one
or more options previously granted that Key Executives or Independent Advisor.


7 .  Option Price.   The Committee shall establish the option price at the time
an option is granted

8 .  Exercise of Options.

(a)   Each option granted under the Plan shall be exercisable at such time, in 
such amount and upon such conditions as may be determined by the Committee at 
the time of the granting of the option and set forth in the Stock Option 
Agreement.  In the case of an option not immediately exercisable in full, the 
Committee may, from time to time and in its sole discretion, accelerate the 
time at which all or any part thereof may be exercised.

(b)   The Committee shall determine the term of each option at the time it is 
granted. Not less than 100 shares may be purchased at any one time upon the 
exercise of an option, unless the number of shares so purchased constitutes the
total number then exercisable under the option.

(c)   Options granted under the Plan shall not be transferable by the Optionee 
except by will, or if the Optionee dies interstate, by the laws of descent and 
distribution of the state of the Optionee's domicile at the time of his death. 
During an Optionee's lifetime, options granted under the Plan are exercisable 
only by the Optionee.

(d)   Subject to the terms and conditions and within the limitations of the 
Plan, and, if applicable, 422A of the Code, the Committee may modify, extend, 
replace or renew outstanding options granted under the Plan, or accept the 
surrender of outstanding options (to the extent they have not yet been 
exercised) and grant new options in substitution for them.  Notwithstanding the
foregoing, however, other than modifications made pursuant to paragraph 12 
below, no modification of an option shall alter or impair any rights or 
obligations under any option granted under the Plan without the affected 
Optionee's consent.

(e)   In the event that the employment of an Optionee shall be terminated 
(other than by reason of his death or Disability), such option may, except as 
otherwise provided in the Stock Option Agreement or subparagraph 8(c) hereof, 
be exercised (to the extent exercisable at the time of the termination of 







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employment of the Key Executives or Independent Advisor) at any time within 
three months (or such longer period as determined pursuant to paragraph 11 
below) after such termination of employment, but in no event after the 
expiration of the term of the option.  Thereafter, such option shall be deemed 
terminated.  In the event that the employment of an Optionee shall be 
terminated by reason of his death or Disability, such option may, except as 
otherwise provided in the Stock Option Agreement or subparagraph 8(c) hereof be
exercised (to the extent exercisable on the date of the Key Executives or 
Independent Advisor's death or Disability) at any time within one year (or such
longer period as determined pursuant to paragraph 12 below) after the date of 
such death or Disability, but in no event after the expiration of the term of 
the option.  Thereafter, such option shall be deemed terminated.  In the event 
of an Optionee's death, such Optionee's options shall be exercisable, to the 
extent provided in the Plan or under the Stock Option Agreement, by the legatee
or legatees under such Optionee's will, or by such Optionee's personal 
representatives or distributees.

(f)   Each option shall be confirmed by a Stock Option Agreement which shall be
executed by the Corporation and by the Optionee.

(g)   The option price for each share of Common Stock purchased pursuant to the
exercise of an option shall be paid in full at the time the option is exercised
and shall be paid in cash.  Each share to be issued upon such exercise shall be
issued and delivered to the person entitled to receive it at the principal 
office of the Corporation.

(h)   To the extent that an option is not exercised within the period of time 
prescribed by the Plan and the Stock Option Agreement confirming the option, 
or, as provided for in the Plan or the Stock Option Agreement, the option is 
terminated, the option shall lapse and all rights of the Optionee with respect 
to it shall terminate.

(i)   Nothing in the Plan or in the Stock Option 
Agreement shall confer on any employee any right to continue in the employ of 
the Corporation or any Subsidiary or Successor Corporation; affect the right of
the Corporation or any Subsidiary or Successor Corporation to terminate such 
employee's employment at any time; or be deemed a waiver or modification of any
provision contained in any agreement between the employee and the Corporation 
or any Subsidiary or successor corporation.  The Stock Option Agreement may 
contain such provisions as the Committee shall approve with reference to the 
effect of approved leaves of absence.

9 .  Changes in Common Stock.

(a)   In the event that the outstanding shares of the Common Stock are changed 
into or exchanged for a different number or kind of shares of stock or other 
securities of the Corporation or of another corporation or entity, whether 
through reorganization, recapitalization, stock dividend, stock split-up, 
combination of shares, merger, consolidation, or otherwise, the Committee shall






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make appropriate adjustments to the maximum number and class of shares of stock
as to which options may be granted under the Plan and the number and class of 
shares of stock with respect to which options have been granted under the Plan 
and the option price for such shares.  The Committee's adjustment shall be 
effective and binding for all purposes of the Plan and each Stock Option 
Agreement entered into under the Plan.  No adjustment provided for in this 
paragraph 9 shall require the Corporation or such other corporation or entity 
to issue a fractional share, and the total adjustment with respect to each 
Stock Option Agreement shall be limited accordingly.

(b)   Upon the effective date of any merger, consolidation, reorganization, 
liquidation or sale of all or substantially all of the assets of the 
Corporation (a "Terminating Event"), the Plan and any unexercised options 
granted under the Plan shall terminate unless provision shall be made in 
writing in connection with such Terminating Event for the continuance of the 
Plan and for the assumption of such unexercised options by a successor employer
or parent or subsidiary thereof or for the substitution for such unexercised 
options of new options covering shares of such successor with appropriate 
adjustments as to number and kind of shares and prices of shares subject to 
such new options.  In such event, the Plan and the unexercised options 
theretofore granted or the new options substituted therefore shall continue in 
the manner and under the terms provided in the Plan.

10 .  Amendment or Termination of Plan.  The Board shall have the right to 
amend, suspend or terminate the Plan at any time; provided that, except as and 
to the extent authorized and permitted by paragraph 9 above or paragraph 12 
below, no amendment shall be made which shall (i) increase the total number of 
shares which may be issued and sold pursuant to the exercise of options granted
under the Plan, (ii) increase the total number of shares which may be covered 
by any option or options to one individual, (iii) extend the period for 
granting or exercising any option, or (iv) change the class of employees 
eligible to receive options, unless such amendment is made by or with the 
approval of the shareholders of the Corporation.  With the exception of any 
amendment made pursuant to paragraph 12 below, the rights of an Optionee under 
any option granted prior to an amendment, suspension or termination of the Plan
shall not be adversely affected thereby except with the consent of the 
Optionee.

11 .  Indemnification of Stock Option Committee.  The members of the Committee 
shall be indemnified by the Corporation for any acts or omissions as a member 
of the Committee to the full extent permitted under applicable law, including 
the Delaware General Corporation Law, as amended from time to time.

12 .  Compliance with Law and Other Conditions.  All options and Stock Option 
Agreements shall be governed by the laws of the State of Delaware to the extent
not superseded by the laws of the United States.  No shares shall be issued 
pursuant to the exercise of any option granted under the Plan prior to 
compliance by the Corporation or any successor thereto, to the satisfaction of 







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their counsel, with any applicable laws.  The Stock Option Agreements and 
amendments thereto shall set forth any requirements for, or restriction of, 
exercise that the Committee deems appropriate to comply with any securities or 
other laws or regulations or exemption therefrom, including but not limited to,
restrictions as to the times permitted for exercise.  In the event that the 
Committee does restrict such times, it may extend the three month and one year 
periods stated in subparagraph 8(e) above, should the end of such periods fail 
to occur during a time in which the exercise is permitted, provided that in no 
event may such period be extended beyond the term provided for in subparagraph 
8(e) above.

13 .  Effective Date and Duration of Plan.  The effective date of the Plan 
shall be the date of its adoption by the Board.  No options may be granted 
under the Plan after the date ten years from the date the Plan is adopted by 
the Board.

                                         JYRA RESEARCH INC.


                                             By: /s/ Paul Robinson
                                                -----------------------
                                                Paul Robinson, Director


                                             By: /s/ Peter Lynch
                                                -----------------------
                                                Peter Lynch, Director


                                             By: /s/ Roderick Adams
                                                -----------------------
                                                Roderick Adams, Director

                                             By: /s/ Robin Elsom
                                                -----------------------
                                                Robin Elsom, Director

                                             By: /s/ Nigel Williams
                                                -----------------------
                                                Nigel Williams, Director