NETSMART TECHNOLOGIES, INC.
EXHIBIT 10.8 - 1999 EMPLOYEE STOCK PURCHASE PLAN
--------------------------------------------------------------------------------


1.      Introduction
        ------------

        (a) Purpose. The Netsmart  Technologies,  Inc.  Employee Stock Purchase
Plan (the "Plan") is intended to provide a method whereby  employees of Netsmart
Technologies,  Inc.  (the  "Company")  and its  Participating  Subsidiaries  (as
defined below) will have an opportunity to acquire a proprietary interest in the
Company through the purchase of shares of the Common Stock of the Company.

        (b) Rules of Interpretation.  It is the intention of the Company to have
the Plan qualify as an "employee  stock  purchase plan" under Section 423 of the
Code  (as  defined  below),  although  the  Company  makes  no  undertaking  nor
representation to maintain such qualification.  The provisions of the Plan shall
be construed so as to extend and limit participation in a manner consistent with
the requirements of that section of the Code.

2.      Definitions
        -----------

        (a)    "Board" shall mean the board of directors of the Company.

        (b)    "Code" shall mean the Internal Revenue Code of 1986, as amended.

        (c)  "Committee"  shall  mean the  committee  appointed  by the Board of
Directors in accordance with Paragraph 11(a) of the Plan.

        (d)    "Company" shall mean Netsmart Technologies, Inc., a Delaware
corporation.

        (e)  "Compensation"  shall mean the gross cash compensation  (including,
wage,  salary and overtime  earnings)  paid by the Company or any  Participating
Subsidiary to a  participant  in accordance  with the terms of  employment,  but
excluding all bonus payments, expense allowances and compensation paid in a form
other than cash.

        (f) "Common Stock" shall mean the Company's common stock, par value $.01
per  share or any  class of  common  stock  into  which  such  common  stock may
hereafter be converted or for which such common stock may be exchanged  pursuant
to the Company's  certificate of incorporation or as part of a recapitalization,
reorganization or similar transaction.

        (g)  "Employee"  shall mean any person who is  classified as an employee
(within  the  meaning  of  Section  3401(c)of  the Code) by the  Company  or any
Participating  Subsidiary on the Company's  payroll  records during the relevant
participation period.

        (h) "Offering,"  "Offering  Commencement Date" and "Offering Termination
Date" shall have the meanings set forth in Paragraph 4(b) of the Plan.

        (i)    "Participant" shall mean a participant in the Plan as described
in Paragraph 4 of the Plan.

        (j)  "Participating  Subsidiary"  shall mean a Subsidiary of the Company
whose  employees are entitled to participate  in the Plan.  The Committee  shall
have  the  power  and  authority  to  determine  which   Subsidiaries  shall  be
Participating Subsidiaries.

        (k)    "Plan" shall mean the Netsmart Technologies, Inc. 1999 Employee
Stock Purchase Plan.

        (l) "Plan  Representative" shall mean any person designated from time to
time by the  Committee  to  receive  certain  notices  and  take  certain  other
administrative actions relating to participation in the Plan.

        (m) "Principal Market" shall mean the principal stock exchange or market
on which the Common Stock is traded.  As of the date the Plan was adopted by the
Board, the Principal Market was the Nasdaq SmallCap Market.



<PAGE>



        (n)   "Subsidiary"   shall  mean  any   corporation  or  other  business
association  (other  than the  Company  or any  partnership,  limited  liability
company or other entity which is treated as a partnership for federal income tax
purposes) in an unbroken chain of  corporations  or other business  associations
beginning  with  the  Company  if each of the  corporations  or  other  business
associations (other than the last corporation in the unbroken chain) owns equity
interests  (including stock) possessing 50% or more of the total combined voting
power  of all  classes  of  equity  in one of the  other  corporations  or other
business associations in the chain.

3.      Eligibility and Participation
        -----------------------------

        (a) Initial  Eligibility.  Each  Employee who shall have  completed  six
consecutive   months  of  employment  with  the  Company  or  any  Participating
Subsidiary and shall be employed by the Company or any Participating  Subsidiary
on the date his or her participation in the Plan is to become effective shall be
eligible to  participate  in Offerings  (as defined  below) under the Plan which
commence  after  such  six-month  period  has  concluded.  Persons  who  are not
Employees  shall not be eligible to  participate  in the Plan. All Employees who
participate in the Plan shall have the same rights and privileges under the Plan
except for differences  which are consistent with Section  423(b)(5) of the Code
and the regulations thereunder.

        (b) Restrictions on Participation.  Notwithstanding any provision of the
Plan to the contrary,  no Employee shall be granted an option to purchase shares
of Common Stock under the Plan:

               (i) if,  immediately  after the grant,  such  Employee  would own
stock and/or hold outstanding options to purchase stock possessing 5% or more of
the total combined  voting power or value of all classes of stock of the Company
or of any of its Subsidiary  Corporations  (for purposes of this paragraph,  the
rules of Section 424(d) of the Code shall apply in determining  stock  ownership
of any Employee); or

               (ii) which permits such Employee's rights to purchase stock under
all Employee stock purchase plans of the Company or any of its  Subsidiaries  to
accrue  at a rate  which  exceeds  $25,000  of fair  market  value of the  stock
(determined  at the time such option is granted) for each calendar year in which
such option is outstanding at any time.

        (c)  Commencement of  Participation.  An eligible  Employee may become a
participant by completing an  authorization  for payroll  deductions on the form
provided  by  the  Company  and  filing  the   completed   form  with  the  Plan
Representative on or before the filing date set therefor by the Committee, which
date shall be at least 30 days prior to the Offering  Commencement  Date for the
next following Offering.  Payroll deductions for a participant shall commence on
the next following Offering Commencement Date after the Employee's authorization
for payroll deductions becomes effective and shall continue until termination of
the Plan or the participant's  earlier termination of participation in the Plan.
Each  participant  in the Plan shall be deemed to continue  participation  until
termination  of  the  Plan  or  such   participant's   earlier   termination  of
participation in the Plan pursuant to Paragraph 8 of the Plan.

4.      Stock Subject to the Plan and Offerings
        ---------------------------------------

        (a) Stock  Subject to the Plan.  Subject to the  provisions of Paragraph
12(d) of the Plan,  the  Board  shall  reserve  for  issuance  under the Plan an
aggregate of one hundred fifty thousand  (150,000) shares of Common Stock, which
shares  shall be  authorized  but  unissued  shares of Common Stock or shares of
Common  Stock held as  treasury  stock.  The Board may,  subject to  stockholder
approval,  from time to time  reserve  additional  shares  of  Common  Stock for
issuance  pursuant  to the Plan;  provided,  however,  that at no time shall the
number  of  shares of  Common  Stock  reserved  be  greater  than  permitted  by
applicable law.

        (b) Offerings.  The Plan will be implemented by successive  offerings of
the  Company's  Common Stock (the  "Offerings"),  which shall be for a period of
three,  six or twelve  months,  as the  Committee  shall  determine..  The first
Offering  shall begin on a date  determined at the  discretion of the Committee.
Each  successive  Offering shall begin on a date determined at the discretion of
the  Committee.  The first day of each  Offering  shall be deemed the  "Offering
Commencement  Date" and the last day the  "Offering  Termination  Date" for such
Offering.  The Offering  Commencement Date for any Offering shall not be earlier
than the Offering Termination Date of the preceding Offering.



                                      -2-

<PAGE>

5.      Payroll Deductions
        ------------------

        (a) Amount of Deduction.  A Participant may elect payroll  deductions of
any whole or half percentage from one percent (1 %) through five percent (5%) of
such Participant's Compensation for each pay period during an Offering.

        (b)    Participant's Account.  All payroll deductions made for a
participant shall be credited to an account established for such participant
under the Plan.  A participant may not make any separate cash payment into such
account.

        (c) Changes in Payroll Deductions.  A participant may reduce or increase
future payroll  deductions (within the limits described in Paragraph 5(a) of the
Plan) by filing with the Plan  Representative a form provided by the Company for
such purpose.  The effective date of any increase or reduction in future payroll
deductions will be the first day of the next pay period succeeding processing of
the change form.

6.      Granting of Option
        ------------------

        (a) Number of Option Shares.  On the Commencement Date of each Offering,
each  participating  Employee  shall be deemed to have been granted an option to
purchase a maximum  number of shares of Common Stock equal to (i) the sum of (x)
that percentage of the Employee's Compensation which the Employee has elected to
have withheld (but not in any case in excess of 5%) multiplied by the Employee's
Compensation  during the Offering and (y) the amount of any accumulated  payroll
deductions  from a prior Offering held for the purchase of Common Stock pursuant
to Paragraph  7(c) of the Plan  divided by (ii) the  applicable  Offering  Price
determined  as provided  in  Paragraph  6(b) of the Plan.  Such number of shares
shall be finally determined at such time as the Offering Price is determined.

        (b) Offering Price. The price of stock purchased with payroll deductions
(the  "Offering  Price")  made during the initial  Offering  and any  subsequent
Offerings shall be 85% of the lower of:

               (i) the greater of (x) 90% of the  closing  price of the stock on
the Offering  Commencement  Date for such Offering or the nearest prior business
day on which trading occurred on the Principal Market, or (y) the average of the
closing  prices of the Common Stock on the last five days preceding the Offering
Commencement Date on which trading occurred on the Principal Market; or

               (ii) the greater of (x) 90% of the closing  price on the Offering
Termination  Date for such Offering or the nearest  prior  business day on which
trading  occurred on the Principal  Market,  or (y) the average of the prices of
the stock on the last five days of the Offering on which trading occurred on the
Principal Market. For purposes of determining the average of the prices of stock
over a five-day  period,  the price of the Common Stock for any day shall be the
closing price of the Common Stock on the Principal Market on that day.

7.      Exercise of Option
        ------------------

        (a) Automatic  Exercise.  Each  Participant's  option to purchase Common
Stock with payroll  deductions  made during any Offering  will be deemed to have
been exercised automatically on the applicable Offering Termination Date for the
purchase  of the number of full  shares of Common  Stock  which the  accumulated
payroll deductions in the Participant's account at the time will purchase at the
applicable Offering Price.  Notwithstanding the foregoing, in the event that the
number of shares to be purchased by all participants  exceeds the maximum number
of shares which may be issued  pursuant to the Plan,  the number of shares to be
purchased by all participants shall be reduced  proportionately,  except that no
participant shall purchase less than one share of Common Stock.

        (b) Withdrawal of Account.  No Participant shall be entitled to withdraw
any  amount  from the  accumulated  payroll  deductions  in his or her  account;
provided,  however, that a participant's accumulated payroll deductions shall be
refunded to the Participant as and to the extent  specified in Paragraph 8(a) of
the Plan upon termination of such Participant's participation in the Offering.

        (c)  Fractional  Shares.  Fractional  shares of Common Stock will not be
issued under the Plan. Any accumulated  payroll deductions which would have been
used to purchase  fractional shares,  unless refunded pursuant to Paragraph 7(b)
of the Plan, will be held for the purchase of Common Stock in the next

                                      -3-

<PAGE>



following Offering, without interest;  provided, however, that the Committee may
elect to refund to the Participants all cash held in lieu of issuing  fractional
shares.

        (d)    Exercise of Options.  During a Participant's lifetime, options
held by a Participant shall be exercisable only by such Participant.

        (e)  Delivery of Stock.  As promptly as  practicable  after the Offering
Termination Date of each Offering,  the Company will deliver to each Participant
in such Offering a certificate  for the shares of Common Stock  purchased in the
Offering upon exercise of the Participant's option.

        (f) Benefits of Section 423 of the Code. The Plan is intended to satisfy
the  requirements of Section 423 of the Code. A Participant  will not obtain the
benefits  of this  provision  if such  participant  disposes of shares of Common
Stock  acquired  pursuant  to the Plan  within two (2) years  from the  Offering
Commencement  Date of the Offering for which the options to purchase shares were
granted or within one (1) year from the date such Common  Stock is  purchased by
the participant, whichever is later.

8.      Withdrawal
        ----------

        (a) In General.  A Participant may stop participating in the Plan at any
time by giving written notice to the Plan Representative. Upon processing of any
such  written  notice,  no  further  payroll  deductions  will be made  from the
Participant's Compensation during such Offering or thereafter,  unless and until
such Participant elects to resume participation in the Plan by providing written
notice to the Plan  Representative  pursuant to Paragraph 3(c) of the Plan. Such
Participant's payroll deductions  accumulated prior to processing of such notice
shall  be  applied  toward  purchasing  full  shares  of  Common  Stock  in  the
then-current  Offering  as  provided  in  Paragraph  7(a) of the Plan.  Any cash
balance  remaining  after  the  purchase  of shares  in such  Offering  shall be
refunded promptly to such Participant.

        (b) Effect on Subsequent Participation.  A Participant's withdrawal from
any Offering  will not have any effect upon such  participant's  eligibility  to
participate  in  any  succeeding  Offering  or in any  similar  plan  which  may
hereafter be adopted by the Company and for which such  Participant is otherwise
eligible.

        (c)  Termination of  Employment.  Upon  termination  of a  Participant's
employment with the Company or any Participating Subsidiary (as the case may be)
for any  reason,  including  retirement  or  death,  the  participant's  payroll
deductions  accumulated  prior to such  termination,  if any,  shall be  applied
toward purchasing full shares of Common Stock in the then-current  Offering, and
any cash balance  remaining  after the purchase of shares in such Offering shall
be refunded to the  Participant or, in the case of the  Participant's  death, to
the person or persons  entitled  thereto under  Paragraph 12(a) of the Plan, and
the Participant's participation in the Plan shall be deemed to be terminated. In
the event that a Participant is employed by a Subsidiary which,  during the term
of an Offering, ceases to be a Subsidiary, the Participant's employment shall be
deemed  to have  been  terminated  as of the date  such  entity  ceased  to be a
Subsidiary.

9.      Interest
        --------

        (a)  Payment of  Interest.  No  interest  will be paid or allowed on any
money paid into the Plan or  credited to the  account of or  distributed  to any
Participant.

10.     Stock
        -----

        (a) Participant's Interest in Option Stock. No Participant will have any
interest  in  shares  of  Common  Stock  covered  by any  option  held  by  such
Participant  until such option has been  exercised as provided in Paragraph 7(a)
of the Plan.

        (b)  Registration  of  Stock.  Shares  of Common  Stock  purchased  by a
Participant  under the Plan will be registered  in the name of the  Participant,
or, if the  Participant so directs by written notice to the Plan  Representative
prior to the Offering  Termination Date applicable  thereto, in the names of the
Participant  and one such other person as may be designated by the  Participant,
as joint tenants with rights of survivorship or as tenants by the entireties, to
the extent permitted by applicable law.

11.     Administration
        --------------
                                      -4-

<PAGE>

        (a)  Appointment of Committee.  The Board shall appoint a committee (the
"Committee") to administer the Plan, which shall consist solely of no fewer than
three "nonemployee  directors" (as defined in Rule 16b-3(a)(3) promulgated under
the  Securities  Act of 1933,  as amended).  If no committee is appointed by the
Board of Directors, then the Board shall serve as the Committee.

        (b)  Authority of  Committee.  Subject to the express  provisions of the
Plan, the Committee shall have plenary  authority in its discretion to interpret
and construe any and all provision of the Plan,  to adopt rules and  regulations
for  administering  the  Plan,  and to  make  all  other  determinations  deemed
necessary or advisable for administering the Plan. The Committee's determination
of the foregoing matters shall be conclusive.

        (c) Rules Governing the  Administration of the Committee.  The Board may
from time to time appoint  members of the  Committee in  substitution  for or in
addition to members previously appointed and may fill vacancies, however caused,
in the  Committee.  The Committee may select one of its members as its chairman,
shall hold its meetings at such times and places as it shall deem advisable, and
may hold telephonic meetings.  All determinations of the Committee shall be made
by a majority of its members. A decision or determination reduced to writing and
signed by a majority of the members of the Committee shall be as fully effective
as if it had been made by a majority vote at a meeting duly called and held. The
Committee may appoint a secretary and shall make such rules and  regulations for
the conduct of its business as it shall deem advisable.

12.     Miscellaneous
        -------------

        (a)  Designation of  Beneficiary.  A Participant  may file with the Plan
Representative  a written  designation  of a  beneficiary  who is to receive any
shares of Common Stock and/or cash under the Plan upon the Participant's  death.
Such designation of beneficiary may be changed by the Participant at any time by
written notice to the Plan  Representative.  Upon the death of a Participant and
receipt by the Company of proof of identity and  existence at the  Participant's
death of a beneficiary validly designated by the participant under the Plan, and
subject to Paragraph 8 of the Plan above  concerning  withdrawal  from the Plan,
the  Company  shall  deliver  such  shares of Common  Stock  and/or cash to such
beneficiary.  In the event of the death of a  Participant  lacking a beneficiary
validly   designated  under  the  Plan  who  is  living  at  the  time  of  such
Participant's  death,  the Company  shall  deliver  such shares of Common  Stock
and/or cash to the executor or  administrator  of the estate of the Participant,
or if no such executor or administrator  has been appointed (to the knowledge of
the Company), the Company, in its discretion,  may deliver such shares of Common
Stock  and/or  cash  to the  spouse  or to any  one or  more  dependents  of the
Participant,  in  each  case  without  any  further  liability  of  the  Company
whatsoever  under or relating to the Plan. No  beneficiary  shall,  prior to the
death of the  Participant  by whom he or she has been  designated,  acquire  any
interest in the shares of Common Stock and/or cash  credited to the  Participant
under the Plan.

        (b)   Transferability.   Neither  payroll  deductions  credited  to  any
Participant's account nor any option or rights with regard to the exercise of an
option or to receive  Common Stock under the Plan may be assigned,  transferred,
pledged,  or otherwise  disposed of in any way by the Participant  other than by
will or the laws of descent and  distribution.  Any such  attempted  assignment,
transfer,  pledge or other disposition shall be without effect,  except that the
Company may, in its  discretion,  treat such act as an election to withdraw from
participation in the Plan in accordance with Paragraph 8(a) of the Plan.

        (c) Use of Funds. All payroll deductions received or held by the Company
under the Plan may be used by the Company for any corporate purpose. The Company
shall not be obligated to segregate such payroll deductions.

        (d)    Adjustment Upon Changes in Capitalization.
               -----------------------------------------

               (i) If,  while any options are  outstanding  under the Plan,  the
outstanding  shares of Common  Stock of the Company have  increased,  decreased,
changed  into,  or been  exchanged  for a different  number or kind of shares or
securities of the Company through any reorganization,  merger, recapitalization,
reclassification,  stock  split,  reverse  stock  split or similar  transaction,
appropriate  and  proportionate  adjustments may be made by the Committee in the
number  and/or kind of shares  which are subject to purchase  under  outstanding
options  and in the  Offering  Price or Prices  applicable  to such  outstanding
options. In addition,  in any such event, the number and/or kind of shares which
may be offered in the Offerings  described in Paragraph 4 of the Plan shall also
be proportionately adjusted.

                                      -5-

<PAGE>

               (ii) Upon the dissolution or liquidation of the Company,  or upon
a  reorganization,  merger  or  consolidation  of the  Company  with one or more
corporations as a result of which the Company is not the surviving  corporation,
or upon a sale of  substantially  all of the  property  or capital  stock of the
Company to another corporation, the holder of each option then outstanding under
the Plan will thereafter be entitled to receive at the next Offering Termination
Date,  upon the exercise of such option,  for each share as to which such option
shall be  exercised,  as  nearly  as  reasonably  may be  determined,  the cash,
securities  and/or  property which a holder of one share of the Common Stock was
entitled to receive  upon and at the time of such  transaction.  The Board shall
take such steps in  connection  with such  transactions  as the Board shall deem
necessary to assure that the provisions of this Paragraph 12(d) shall thereafter
be applicable,  as nearly as reasonably  may be  determined,  in relation to the
said cash,  securities  and/or property as to which each such holder of any such
option might hereafter be entitled to receive.

        (e) Amendment and  Termination.  The Board shall have complete power and
authority  to  terminate or amend the Plan;  provided,  however,  that the Board
shall not,  without the approval of the  stockholders of the Company,  alter (i)
the  aggregate  number of shares of Common  Stock which may be issued  under the
Plan  (except  pursuant  to  Paragraph  12(d) of the  Plan) or (ii) the class of
employees  eligible to receive  options under the Plan,  other than to designate
additional  Subsidiaries as  Participating  Subsidiarys,  and provided  further,
however,  that no  termination,  modification,  or  amendment  of the Plan  may,
without  the  consent of an  Employee  then  having an option  under the Plan to
purchase  shares of Common Stock,  adversely  affect the rights of such Employee
under such option.

        (f) Effective  Date. The Plan shall become  effective as of November 18,
1999,  subject to  approval by the holders of a majority of the shares of Common
Stock  present  and  represented  at  any  special  or  annual  meeting  of  the
stockholders of the Company duly held within twelve months after adoption of the
Plan. If the Plan is not so approved, the Plan shall not become effective.

        (g) No Employment  Rights.  The Plan does not,  directly or  indirectly,
create in any person any right with respect to continuation of employment by the
Company or any  Subsidiary,  and it shall not be deemed to  interfere in any way
with the Company's or any Subsidiary's right to terminate,  or otherwise modify,
any employee's employment at any time.

        (h) Effect of Plan. The provisions of the Plan shall, in accordance with
its terms,  be binding upon, and inure to the benefit of, all successors of each
Employee  participating  in  the  Plan,  including,   without  limitation,  such
Employee's estate and the executors,  administrators or trustees thereof,  heirs
and legatees,  and any receiver,  trustee in  bankruptcy  or  representative  of
creditors of such Employee.

        (i)    Governing Law.  The law of the State of New York will govern all
matters relating to this Plan except to the extent superseded by the federal
laws of the United States.

        (j) Committee Rules for Foreign  Jurisdictions.  The Committee may adopt
rules or procedures  relating to the operation and administration of the Plan to
accommodate the specific  requirements  of local laws and procedures;  provided,
however,  that any such rules or procedures  do not result in an Offering  Price
which is less than the lesser of an amount equal to 85% of the fair market value
of the stock on the Offering  Commencement  Date or 85% of the fair market value
of the stock on the Offering  Termination Date.  Without limiting the generality
of the foregoing,  the Committee is  specifically  authorized to adopt rules and
procedures  regarding  handling  of payroll  deductions,  payment  of  interest,
conversion of local currency,  payroll tax, withholding  procedures and handling
of stock certificates which vary with local requirements.


                                      -6-