EXHIBIT 10.45

                                OPTION AGREEMENT

         Agreement  dated as of December 9, 1997  between  NUWAVE  Technologies,
Inc.,  a  Delaware   corporation  (the  "Company"),   and   Lippert/Heilshorn  &
Associates, Inc. ("LHA") (the "Option Agreement").

                              Preliminary Statement

         This Option  Agreement sets forth the terms pursuant to which LHA shall
have the right to  purchase  from the Company  (the  "Option") a total of 30,000
shares of common stock of the Company, $.01 par value (the "Common Stock"). This
Option Agreement is entered into pursuant to the NUWAVE Technologies,  Inc. 1996
Stock Incentive Plan For Employees and Consultants (the "Plan"), a copy of which
has previously  been delivered to LHA. The Option is a  Non-qualified  Option as
defined in the Plan.

         NOW,  THEREFORE,  for good and valuable  consideration,  the receipt of
which is hereby  acknowledged,  the  parties to this Option  Agreement  agree as
follows:

         1. Definitions.  As used in this Option Agreement,  the following terms
shall have the following respective meanings:

              (a) Act shall mean the Securities Act of 1933, as amended.

              (b) Exercise Period shall mean the period between June 9, 1998 and
December 9, 2000.

              (c) Expiration  Date, with respect to any Optioned  Shares,  shall
mean 5 p.m. Eastern Standard Time on December 9, 2000.

              (d)  Optioned  Stock or Optioned  Shares  shall mean the shares of
Common Stock of the Company which LHA may purchase pursuant to the terms of this
Option Agreement.

              (e)  Purchase  Price  shall  mean  $5.61 for each  share of Common
Stock.

              (f) SEC shall mean the Securities and Exchange Commission.

         2.  Grant of  Option  to LHA.  Simultaneously  with the  execution  and
delivery of this  Option  Agreement,  LHA is granted the Option to purchase  the
Optioned Stock for the Purchase  Price,  upon the terms and conditions set forth
in this Option Agreement.

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         3. Exercise of Option. The Option provided for in this Option Agreement
may be exercised  in  accordance  with its terms,  but only by LHA and only with
respect to any  Optioned  Shares.  It may be  exercised in whole or in part from
time to time during the Exercise  Period.  No fractional  shares of Common Stock
will be issued. LHA may exercise this purchase right by giving written notice of
such  exercise at the general  corporate  offices of the Company  located at One
Passaic Avenue,  Fairfield,  New Jersey 07004 (or at such other agency or office
of the Company as it may  designate  by notice in writing to LHA) and by payment
to the Company of the Purchase Price in cash or by check for each Optioned Share
being  purchased.  In the event of any  exercise of the Options  provided for in
this Option Agreement, certificates for the shares of Common Stock so purchased,
registered  in the name of the person  entitled  to receive  the same,  shall be
delivered  to LHA within a reasonable  time,  not  exceeding  ten days after the
Option shall have been so exercised.  The entity in whose name any  certificates
for shares of Common  Stock is issued upon  exercise of any Option shall for all
purposes  be deemed to have  become the  holder of record of such  shares on the
date on which the Option was exercised  and payment of the Purchase  Price made,
irrespective  of the date of delivery of such  certificate,  except that, if the
date of such exercise and payment is a date when the stock transfer books of the
Company  are closed,  such  entity  shall be deemed to have become the holder of
record of such shares at the close of business  on the next  succeeding  date on
which the stock transfer books are open.

         4. Adjustment of Number of Optioned Shares.

              (a) If, at any time after the date of this Option  Agreement,  the
number of shares of Common Stock  outstanding  is increased by a stock  dividend
payable in shares of Common Stock or by a  subdivision  or split-up of shares of
Common Stock,  then,  following the record date fixed for the  determination  of
holders of Common Stock entitled to receive such stock dividend,  subdivision or
split-up, the Purchase Price shall be appropriately  decreased and the number of
shares of Optioned Stock thereafter  issuable on exercise of the Option shall be
increased in proportion to such increase in outstanding shares.

              (b) If, at any time after the date of this Option  Agreement,  the
number of shares of Common Stock  outstanding  is decreased by a combination  of
the outstanding shares of Common Stock, then, following the record date for such
combination,  the Purchase Price shall be appropriately increased and the number
of shares of Common Stock issuable on exercise of this Option shall be decreased
in proportion to such decrease in outstanding shares.

         5.  Representations,  Warranties  and Agreements of LHA with respect to
registration  of the sale of the  Optioned  Stock.  If at the time LHA elects to
exercise this Option,  the issuance of the  underlying  shares of Optioned Stock
has not been  registered  under the Act, LHA agrees that such Optioned Stock may
only be issued if such  issuance is a transaction  exempt from the  registration
requirements  of the Act and that the Optioned  Stock must be held  indefinitely
unless a  subsequent  disposition  thereof  is  registered  under the Act or the
transaction is exempt from  registration.  If the transaction is not exempt from
the  provisions  of the Act, in connection  with any such sale,  LHA also agrees
that the issuance of all or any portion of the


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Optioned Stock or its transfer, as the case may be, is subject to the receipt by
the Company at the time of its issuance or transfer of an opinion of its counsel
that the  issuance  of such shares is exempt  from  registration  pursuant to an
exemption  provided  for in the Act, and that the Company will not be liable for
any damages  incurred by LHA in the event such an opinion  cannot  reasonably be
obtained.

         6. This Option  Agreement shall not entitle LHA to any voting rights or
other rights as a stockholder of the Company.

         7.  Legends.  Unless  issued  pursuant  to  an  effective  registration
statement  filed pursuant to the  provisions of the Act, all stock  certificates
representing  Optioned  Stock issued to LHA shall have affixed  thereto a legend
substantially in the following form:

         "THE  SECURITIES  REPRESENTED BY THIS  CERTIFICATE  HAVE BEEN
         ACQUIRED FOR  INVESTMENT AND HAVE NOT BEEN  REGISTERED  UNDER
         THE SECURITIES ACT OF 1933.  THESE SECURITIES MAY NOT BE SOLD
         OR  TRANSFERRED  IN THE  ABSENCE OF SUCH  REGISTRATION  OR AN
         EXEMPTION  THEREFROM  UNDER  SAID ACT.  THE  SALE,  TRANSFER,
         ASSIGNMENT,   PLEDGE  OR   ENCUMBRANCE   OF  THE   SECURITIES
         REPRESENTED BY THIS  CERTIFICATE ARE SUBJECT TO THE TERMS AND
         CONDITIONS  OF  AN  OPTION  AGREEMENT  FOR  THE  PURCHASE  OF
         RESTRICTED  STOCK  BETWEEN  NUWAVE  TECHNOLOGIES,   INC.  AND
         LIPPERT/HEILSHORN & ASSOCIATES, INC. COPIES OF SUCH AGREEMENT
         MAY BE  OBTAINED  AT NO COST BY WRITTEN  REQUEST  MADE BY THE
         HOLDER OF  RECORD OF THIS  CERTIFICATE  TO THE  SECRETARY  OF
         NUWAVE TECHNOLOGIES, INC."

         8. Notices.  All notices or other  communications which are required or
permitted  hereunder shall be in writing and sufficient if delivered  personally
or sent by air courier or first class or certified mail addressed as follows:

         If to LHA:           Lippert/Heilshorn & Associates
                              800 Third Avenue
                              Suite 1701
                              New York, New York 10022


         If to the Company:   NUWAVE Technologies, Inc.
                              One Passaic Avenue
                              Fairfield, New Jersey 07004
                              Attn:  President

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or to such  other  address  as the party to whom  notice is to be given may have
furnished to the other party in writing in accordance herewith.  All notices and
other communications given to any party hereto in accordance with the provisions
of this  Option  Agreement  shall be deemed  to have  been  given on the date of
delivery if personally  delivered;  on the business day after the date when sent
if sent by air courier;  and on the third  business day after the date when sent
if sent by mail,  in each  case  addressed  to such  party as  provided  in this
Section or in accordance with the latest unrevoked direction from such party.

         9.  Governing  Law.  This Option  Agreement  shall be governed  by, and
construed in accordance with, (a) the laws of the State of New Jersey applicable
to  contracts  made and to be performed  wholly  therein and (b) the laws of the
State of Delaware  applicable to  corporations  organized under the laws of such
state.

         10.  Entire  Agreement.  This  Option  Agreement  contains  the  entire
agreement   between  the  parties  hereto  with  respect  to  the   transactions
contemplated  herein and supersedes all previously written or oral negotiations,
commitments, representations and agreements.

         11. Counterparts.  This Option Agreement may be executed in one or more
counterparts,  each of which shall be deemed an original, but all of which shall
constitute one and the same instrument.

         12.  Amendments.  This Option Agreement,  or any provisions hereof, may
not be amended, changed or modified without the prior written consent of each of
the parties hereto.



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<PAGE>

         IN  WITNESS  WHEREOF,  the  parties  hereto  have  caused  this  Option
Agreement to be executed and delivered as of the date first above written.


                                       NUWAVE TECHNOLOGIES, INC.



                                       By: /s/ Gerald Zarin
                                          ----------------------------
                                          Name:  Gerald Zarin
                                          Title: President


ACCEPTED AND AGREED TO:

LIPPERT/HEILSHORN & ASSOCIATES, INC.



By: /s/ Keith L. Lippert
    --------------------------------
    Name:  Keith L. Lippert
    Title: President