STOCK
        OPTION PLAN

      NON-QUALIFED
        STOCK OPTION AGREEMENT

      


      THIS
        NON-QUALIFIED STOCK OPTION AGREEMENT entered into as of ________ ____, 20__
        between WAKO LOGISTICS GROUP, INC., a Delaware corporation (the "Company"),
        and
        _____________ (the "Optionee").

      


      W
        I T N E S S E T H:

      


      1. 
        The
        Company, in accordance with the allotment made by the Administrator and subject
        to the terms and conditions of the 2005 Stock Incentive Plan of the Company
        (the
        "Plan"),
        grants to the Optionee an option (“Option”)
        to
        purchase an aggregate of __________ (______) shares of the Common Stock,
        $0.001
        par value per share, of the Company ("Common
        Stock")
        at an
        exercise price of $______ per share, being at least equal to the fair market
        value of such shares of Common Stock on the date hereof. This Option is intended
        to constitute a non-qualified stock option.

      


      2. 
        The
        term
        of this Option shall be ____ years from the date hereof, subject to the earlier
        termination as provided in the Plan. 

      


      3. 
Subject
        to the limitations of this Agreement and as provided in the Plan, this Option
        shall be exercisable for the number of shares of Common Stock indicated
        according to the following schedule:

        

      
        	 	
                Percentage
                  of Option Exercisable

              	
                 

              	
                Date

              	 
	 	
                 

              	
                 

              	
                 

              	 
	 	
                 

              	
                 

              	
                 

              	 
	 	
                 

              	
                 

              	
                 

              	 


      

      


      The
        right
        to purchase shares of Common Stock under this Option shall be cumulative,
        so
        that if the full number of shares purchasable in a period shall not be
        purchased, the balance may be purchased at any time or from time to time
        thereafter, but not after the expiration of the Option. Notwithstanding any
        of
        the foregoing, in no event may a fraction of a share of Common Stock be
        purchased under this Option.

      


      3. 
This
        Option shall be exercised by delivering a signed, completed exercise notice
        in
        the form of Exhibit
        A,
        hereto,
        as the same may be modified from time to time by determination of the Company
        in
        its discretion to the Company at 200 Howard Avenue, Suite 232, Des Plaines,
        IL
        60018, Attention: David L. Koontz, stating that the Optionee is exercising
        the
        Option hereunder, specifying the number of shares being purchased and
        accompanied by payment in full of the aggregate purchase price therefor
in
        cash
        (by certified or bank check or such other instrument as the Company may accept)
        or, unless otherwise provided in this Agreement, by one or more of the
        following: (i) in the form of unrestricted Common Stock already owned by
        the
        Optionee, that is acceptable to the Administrator, based in any such instance
        on
        the fair market value of the Common Stock on the date the Option is exercised;
        (ii) by certifying ownership of shares of Common Stock owned by the Optionee
        to
        the satisfaction of the Administrator for later delivery to the Company as
        specified by the Company; (iii) by irrevocably authorizing a third party
        to sell
        shares of Common Stock (or a sufficient portion of the shares) acquired upon
        exercise of the Option and remitting to the Company a sufficient portion
        of the
        sale proceeds to pay the entire exercise price and any tax withholding resulting
        from such exercise; or (iv) by any combination of cash and/or any one or
        more of
        the methods specified in clauses (i), (ii) and (iii). Notwithstanding the
        foregoing, a form of payment shall not be permitted to the extent it would
        cause
        the Company to recognize a compensation expense (or additional compensation
        expense) with respect to the Stock Option for financial reporting
        purposes.

       

       

      
        
           

        

        
           

          
            

          

        

        
           

        

      

       

      4. 
The
        Company may withhold cash and/or shares of Common Stock to be issued to the
        Optionee in the amount which the Company determines is necessary to satisfy
        its
        obligation to withhold taxes or other amounts incurred by reason of the grant,
        exercise or disposition of this Option or the disposition of the underlying
        shares of Common Stock. Alternatively, the Company may require the Optionee
        to
        pay the Company such amount, in cash, promptly upon demand.

       

      5. 
Notwithstanding
        the foregoing, this Option shall not be exercisable by the Optionee unless
        (a) a
        Registration Statement under the Securities Act of 1933, as amended (the
        "Securities
        Act")
        with
        respect to the shares of Common Stock to be received upon the exercise of
        this
        Option shall be effective and current at the time of exercise or (b) there
        is an
        exemption from registration under the Securities Act for the issuance of
        the
        shares of Common Stock upon such exercise. The Optionee hereby represents
        and
        warrants to the Company that, unless such a Registration Statement is effective
        and current at the time of exercise of this Option, the shares of Common
        Stock
        to be issued upon the exercise of this Option will be acquired by the Optionee
        for his own account, for investment only and not with a view to the resale
        or
        distribution thereof. In any event, the Optionee shall notify the Company
        of any
        proposed resale of the shares of Common Stock issued to him upon exercise
        of
        this Option. Any subsequent resale or distribution of shares of Common Stock
        by
        the Optionee shall be made only pursuant to (x) a Registration Statement
        under
        the Securities Act which is effective and current with respect to the sale
        of
        shares of Common Stock being sold, or (y) a specific exemption from the
        registration requirements of the Securities Act, but in claiming such exemption,
        the Optionee shall, prior to any offer of sale or sale of such shares of
        Common
        Stock, provide the Company (unless waived by the Company) with a favorable
        written opinion of counsel satisfactory to the Company, in form, substance
        and
        scope satisfactory to the Company, as to the applicability of such exemption
        to
        the proposed sale or distribution. Such representations and warranties shall
        also be deemed to be made by the Optionee upon each exercise of this Option.
        Nothing herein shall be construed as requiring the Company to register the
        shares subject to this Option under the Securities Act or to keep any
        Registration Statement effective or current.

      


      6. 
Notwithstanding
        anything herein to the contrary, if at any time the Administrator shall
        determine, in its discretion, that the listing or qualification of the shares
        of
        Common Stock subject to this Option on any securities exchange or under any
        applicable law, or the consent or approval of any governmental agency or
        regulatory body, is necessary or desirable as a condition to, or in connection
        with, the granting of an option or the issue of shares of Common Stock
        hereunder, this Option may not be exercised in whole or in part unless such
        listing, qualification, consent or approval shall have been effected or obtained
        free of any conditions not acceptable to the Administrator.

       

      
        
           

        

        
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      7. 
The
        Company may affix appropriate legends upon the certificates for shares of
        Common
        Stock issued upon exercise of this Option and may issue such "stop transfer"
        instructions to its transfer agent in respect of such shares as it determines,
        in its discretion, to be necessary or appropriate to (a) prevent a violation
        of,
        or to perfect an exemption from, the registration requirements of the Securities
        Act or any applicable state securities law, or (b) implement the provisions
        of
        the Plan, or this Agreement or any other agreement between the Company and
        the
        Optionee with respect to such shares of Common Stock.

      


      8. 
Nothing
        in the Plan or herein shall confer upon the Optionee any right to continue
        in
        the employ of the Company, any parent or any of its subsidiaries, or interfere
        in any way with any right of the Company, any parent or its subsidiaries
        to
        terminate such employment at any time for any reason whatsoever without
        liability to the Company, any parent or any of its subsidiaries.

      


      9. 
The
        Company and the Optionee agree that they will both be subject to and bound
        by
        all of the terms and conditions of the Plan, a copy of which is available
        upon
        written request addressed to the Company's Chief Financial Officer, at its
        principal office and made a part hereof. Any capitalized term not defined
        herein
        shall have the meaning ascribed to it in the Plan. In the event of a conflict
        between the terms of this Agreement and the terms of the Plan, the terms
        of the
        Plan shall govern.

      


      10. 
The
        Optionee represents and agrees that he or she will comply with all applicable
        laws relating to the Plan and the grant and exercise of this Option and the
        disposition of the shares of Common Stock acquired upon exercise of the Option,
        including without limitation, federal and state securities and "blue sky"
        laws.

      


      11. 
This
        Option is not transferable by the Optionee except to (i) a Family Member
        (as
        defined under the Plan) of the Optionee, provided that (A) any such transfer
        is
        by gift with no consideration, and (B) no subsequent transfer of this Option
        shall be permitted other than by will or the laws of descent and distribution,
        and (ii) by will or the laws of descent and distribution and may be exercised,
        during the lifetime of the Optionee, only by the Optionee or the Optionee's
        legal representatives.

      


      12. 
This
        Agreement shall be binding upon and inure to the benefit of any successor
        or
        assign of the Company and to any heir, distributee, executor, administrator
        or
        legal representative entitled to the Optionee's rights hereunder.

      


      13. 
This
        Agreement shall be governed by, and construed and enforced in accordance
        with,
        the laws of the State of Delaware, without regard to the conflicts of law
        rules
        thereof.

      


      14. 
The
        invalidity, illegality or unenforceability of any provision herein shall
        not
        affect the validity, legality or enforceability of any other
        provision.

      


      15. 
The
        Optionee agrees that the Company may amend the Plan and the options granted
        to
        the Optionee under the Plan, subject to the limitations contained in the
        Plan.

      


      [REMAINDER
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      IN
        WITNESS WHEREOF,
        the
        parties hereto have executed this Agreement as of the day and year first
        above
        written.

       

      
        	 	 	 
	 	WAKO
                LOGISTICS GROUP, INC.
	 
 	 
 	 
 
	 	By:  	 
	 	
                
Name:
                
	 	Title 
	 	 
	 	
                
[___________],
                Optionee
	 	 
	 	
                

                 (Street Address)
	 	 
	 	
                
(City,
                State and Zip Code)
	 	
              
	 	
                
(Social
                Security Number)


      

      
 

      
        
          
          

        

        
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      EXHIBIT
        A

      


      


      WAKO
        LOGISTICS GROUP, INC.

      2005
        STOCK INCENCITIVE PLAN

      EXERCISE
        NOTICE NON-QUALIFIED STOCK OPTIONS

      


      


      Wako
        Logistics Group, Inc.

      200
        Howard Avenue, Suite 232

      Des
        Plaines, Illinois, 60018, Attention; David Koontz

      


      1.
        Exercise of Option. Effective as of today, ________, ____, the undersigned
        (“Optionee”) hereby elects to exercise Non-Qualified Options to purchase
        __________ shares of the Common Stock (the “Shares”) of Wako Logistics Group,
        Inc. (the “Company”), under and pursuant to the Wako Logistics Group, Inc. 2005
        Stock Incentive Plan, as the same may be amended from time to time (the “Plan”),
        and the Stock Option Agreement between the Company and Optionee dated as
        of
        ______________________, as the same may be amended from time to time (the
        “Option Agreement”). 

      


      2.
        Delivery of Payment. Optionee herewith delivers to the Company the full purchase
        price of the Shares, as set forth in the Option Agreement.

      


      3.
        Representation of Optionee. Optionee acknowledges that Optionee has received,
        read and understood the Plan and the Option Agreement and agrees to abide
        by and
        be bound by their terms and conditions.

      


      4.
        Rights
        as Stockholder. Until the stock certificate evidencing the Shares is issued
        (as
        evidenced by the appropriate entry on the books of the Company or of a duly
        authorized transfer agent of the Company), no right to vote or receive dividends
        or any other rights as a stockholder shall exist with respect to the Shares,
        notwithstanding the exercise of the Option (as defined in the Option Agreement).
        No adjustment will be made for any dividend or other right for which the
        record
        date is prior to the date the stock certificate for the Shares is
        issued.

      


      5.
        Tax
        Consultation. Optionee understands that Optionee may suffer adverse tax
        consequences as a result of Optionee’s purchase or disposition of the Shares.
        Optionee represents that Optionee has consulted with any tax consultants
        Optionee deems advisable in connection with the purchase or disposition of
        the
        Shares and that Optionee is not relying on the Company for any tax advice.
        

      


      6.
        Certain Securities Law Matters. Without limiting the provisions of the Plan
        and/or the Option Agreement, Optionee understands and agrees that the Company
        shall be entitled to cause appropriate legends to be placed upon any
        certificate(s) evidencing ownership of the Shares that may be required by
        the
        Company in connection with state or federal securities laws, the Option
        Agreement and/or the Plan.

       

      
        
           

        

        
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      7.
        Successors and Assigns. The Company may assign any of its rights under this
        Exercise Notice to single or multiple assignees, and this Exercise Notice
        shall
        inure to the benefit of the successors and the assigns of the Company. Subject
        to any restrictions on transfer set forth or referred to in the Option Agreement
        and/or the Plan, this Exercise Notice shall be binding upon Optionee and
        his or
        her heirs, executors, administrators, successors and assigns.

      


      8.
        Interpretation. Any dispute regarding the interpretation of this Exercise
        Notice
        shall be determined by the Company’s Board of Directors or the Administrator (as
        defined in the Plan), whose determination shall be final and binding on the
        Company and on Optionee.

      


      Submitted
        by: ________________________

      (Optionee)
        

      


      


      Print
        Name: __________________________

      Address:
        ____________________________

       

      
 

      
        
           

        

        
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